16. Krishnagiri Walajahpet Tollway Limited AR 31March2017...S-3054 L&T KRISHNAGIRI WALAJAHPET...
Transcript of 16. Krishnagiri Walajahpet Tollway Limited AR 31March2017...S-3054 L&T KRISHNAGIRI WALAJAHPET...
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L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
BOARD’S REPORTDirectors are pleased to present their Report and the Company’s audited financial statement for the financial year ended March 31, 2017.
FINANCIAL RESULTS
The Company’s financial performance, for the year ended March 31, 2017 is summarised below:
Particulars 2016-17 2015-16
R in crore R in crore
Profit/(loss) before depreciation, exceptional and extra ordinary items & tax (20.06) 5.47
Less: Depreciation and amortisation 5.07 4.90
Profit/(loss) before exceptional and extraordinary items and tax (25.13) 0.57
Profit/(loss) before tax (25.13) 0.57
Less: Provision for tax 0.26 –
Profit/(loss) after tax for the year carried to the balance sheet (25.40) 0.57
Add: Balance brought forward from previous year (3.75) (4.32)
Balance carried to Balance Sheet (29.15) (3.75)
RESULTS OF OPERATIONS AND STATE OF COMPANY’S AFFAIRS
The gross revenue and other income for the financial year under review were v 151.85 crore as against v 140.61 crore for the previous financial
year registering an increase of 7.99%. The loss from continuing operations including extraordinary and exceptional items before tax was v 25.13
crore and the loss from continuing operations including extraordinary and exceptional items after tax of v 25.40 crore for the financial year under
review as against a profit of v 0.56 crore and v 0.56 respectively for the previous financial year.
The Government of India, on November 8, 2016 declared the cancellation of legal tender of v 500 and v 1000 currency notes. The order was followed
with a set of restrictions on exchange and withdrawal with Banks. To minimize the shortage of cash difficulties, the Ministry of Road Transport &
Highways (MoRTH) had directed and suspended tolling operations in National Highways from November 9, 2016 till the Midnight of December 2, 2016.
Though the Concessionaires were hopeful of a direct Loss of Revenue compensation, MoRTH and the National Highway Authority of India (NHAI)
had issued a standard operating procedure for release of compensation in phases and in line with the Concessionaire Agreement i.e reimbursement
of O&M Expenses and Interest Cost. The tolling resumed on December 3, 2016 with an increased patronage for RFID tags, Credit / Debit Card
transactions and other non-cash payment wallets. The Company had tied up with the respective agencies and mobilized Point of Sales (POS) in a
short period of time along with ramping up the RFID handhelds and RFID enabled lanes at all the plazas. The challenge was handled exceptionally
well by the Company and currently there are 18.49% of non-cash transactions as compared to the period prior to Demonetization. The Company
has realized v 4.51 crore towards 90% of interest cost for the period of 24 days where the toll had been suspended. The Company has initiated
steps to realize the balance O&M & Interest Costs with NHAI.
CAPITAL & FINANCE
The company had refinanced its existing term loan with loan from PNB and Aditya Birla Finance Limited which has ensured reduced interest burden
for the Company and postponement of repayment of Loan.
CAPITAL EXPENDITURE
As at March 31, 2017 the gross fixed and intangible assets including leased Assets, stood at v 1093.07 crore and the net fixed and intangible assets,
including leased assets, at v 1060.45 crore. Capital Expenditure during the year amounted to v 187.27 crore.
DEPOSITS
The Company has not accepted deposits from the public hence no amount on account of principal or interest on public deposits was outstanding
as on the date of the balance sheet.
TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND
The Company did not have any requirement to transfer funds to Investor Education and Protection Fund during the year.
SUBSIDIARY/ASSOCIATE/JOINT VENTURE
The Company does not have any Subsidiary/Associate/Joint Venture Companies.
PARTICULARS OF LOAN GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN OR SECURITY PROVIDED BY THE COMPANY
Since the Company is engaged in the business of developing infrastructure facility, the provisions of Section 186 of the Companies Act 2013 (Act)
except sub-section (1) are not applicable to the Company. However the details of loans given, investments made and guarantees/securities provided
by the Company are given in the Note 7 to the audited financial statement.
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L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
All related party transactions (RPT) during the year have been approved in terms of the Act are at Ordinary course of business and at Arm’s Length
basis. The Company will adhere to the RPT policy of the Holding Company and the guidelines thereunder.
The Company has not entered into any material contracts or arrangement during the year and the disclosure as per Form AOC-2 of the Act is given
to this Report as Annexure 1.
AMOUNT TRANSFERRED TO RESERVES
The Company incurred a loss during the financial year and no appropriation of profits to any specific reserve has been made.
DIVIDEND
The Directors do not recommend payment of dividend for the financial year in view of losses incurred by the company during the year.
MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION BETWEEN THE END OF THE FINANCIAL YEAR AND DATE
OF REPORT
No material changes and commitments have occurred affecting the financial position of the Company between the end of the financial year and
the date of this report.
DETAILS OF SIGNIFICANT AND MATERIAL ORDERS
The Company has filed a Writ Petition being WP No. 3502 of 2015 before the Hon’ble High Court of Madras seeking, inter alia, the directions to Tamil
Nadu State Transport Corporation (TNSTC) to make payment of the User Fee(s)/Toll Fee(s) strictly in terms of the Fee Notification dated October
5, 2010 issued by the Ministry of Road Transport and Highways, Government of India.
The counsel for TNSTC contended this on the hearing held on March 19, 2015 stating that notwithstanding the order of the Chief Justice Hon’ble
High Court of Madras, no amount was payable to the Company since user fee(s) were being paid in terms of the 1997 Rules and as such, since
the 2008 Rules would not apply, there was no amount that was liable to be paid.
In the meanwhile, TNSTC has filed WP No.7904/2015 seeking direction from the Hon’ble High Court of Madras to direct the Company to allow the
buses to take unlimited number of trips on purchase of monthly passes for 50 trips in line with 1997 Rules. Both the WP are clubbed together and
they are now pending for final arguments.
Arguments in the matter are over during the year 2016-17, and the matter is resolved for final order.
CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
In view of the nature of activities which are being carried on by the Company, Section 134(3)(m) of the Act read with Rule 8(3) of the Companies
(Accounts) Rules, 2014, conservation of energy and technology absorption does not apply to the Company.
FOREIGN EXCHANGE EARNINGS AND OUTGO
There are no foreign exchange income or outgo during the year.
RISK MANAGEMENT POLICY
The Audit Committee of the Company at its Meeting held on 29th July 2015 has reviewed and adopted a Risk Management Policy and the same
has been implemented. Risks that are faced by the Company are identified, monitored and appropriate mitigation actions are taken at various levels
as needed. There are no Risks in the opinion of the Audit Committee that may threaten the existence of the Company.
CORPORATE SOCIAL RESPONSIBILITY
Since your Company does not exceed any of the threshold limits specified under section 135 of the Act, it is not required under the said Act to
spend during the year any amount on Corporate Social Responsibility.
INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY
Your Company has designed and implemented a process-driven framework for Internal Controls on Financial Reporting System within the meaning
of the explanation to Section 134(5)( e) of the Act. For the year ended March 31, 2017, the Board is of the opinion that the Company has adequate
internal controls commensurate with the nature and size of its business operations and these are operating effectively and no material weaknesses
exist. The Company has a process in place to continuously monitor the same and identify gaps if any, and implement new and / or improved
controls wherever the effect of such gaps would have a material effect on the Company’s operations. The Statutory Auditors of the Company have
reviewed the adequacy of the Internal Financial Control over Financial Reporting of the Company and the operating effectiveness of such control
are reported in “Annexure A” to Auditor’s Report for the financial year 2016-17.
DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP) APPOINTED/RESIGNED DURING THE YEAR
CHANGES IN DIRECTORS AND KMP
Mr. T.S.Venkatesan retired by rotation at the Annual General Meeting held on September 29, 2016 and was re-appointed as director of the Company.
Mr. Arun Kumar Jha was appointed as Additional Director of the Company on April 28, 2016. He was appointed as Director in the Annual General
Meeting of the Company held on September 29, 2016 and subsequently resigned as Director of the Company with effect from 18th January 2017.
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L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
The Board of Directors of the Company as on March 31, 2017 is as follows:
Sr. No. Name Designation DIN
1 Mr. T.S.Venkatesan Director 01443165
2 Dr. Esther Malini Director 07124748
3 Dr. A.Veeraragavan Independent Director 07138615
4 Dr. Koshy Varghese Independent Director 03141594
Mr. Biju Francis was appointed as Manager of the Company with effect from April 28, 2016. He subsequently resigned as Manager of the Company
with effect from August 31, 2016.
Mr. Durairaj V was appointed as Manager of the Company with effect from October 20, 2016.
Mr. Ch.Arvind Krishna resigned as Chief Financial Officer of the Company with effect from 23rd July 2016.
Mr. B.V.Srinivas was appointed as Chief Financial Officer of the Company with effect from January 18, 2017.
The Key Managerial Personnel (KMP) of the Company as on March 31, 2017 are as given below:
Sr. No. Name Designation
1 Mr. V.Durairaj Manager
2 Mr. B.V.Srinivas Chief Financial Officer
NUMBER OF MEETING OF THE BOARD OF DIRECTORS
The Meetings of the Board are held at regular intervals with a time gap of not more than 120 days between two consecutive Meetings. Additional
Meetings of the Board of Directors are held as per business requirement.
During the year six Board Meetings were held. The details of the Board meetings conducted during the year under review are given below:
Date Board Strength No. of Directors Present
April 28, 2016 5 3
July 12,2016 5 4
September 16, 2016 5 2
October 20, 2016 5 4
January 18,2017 5 2
March 20,2017 5 4
The Agenda of the Meeting is circulated in advance to the Directors. Minutes of the Meetings of the Board of Directors are drafted and circulated
amongst the Members of the Board for their perusal.
INFORMATION TO THE BOARD
The Board of Directors has complete access to the information within the Company which inter alia includes:
• Annual revenue budgets and capital expenditure plans
• Quarterly financials and results of operations
• Financing plans of the Company
• Minutes of the meeting of the Board of Directors, Audit Committee, Nomination and Remuneration Committee, Corporate Social Responsibility
Committee
• Report on fatal or serious accidents
• Any materially relevant default, if any, in financial obligations to and by the Company
• Any issue which involves possible pubic or product liability claims of substantial nature, including any Judgement or Order, if any, which may
have strictures on the conduct of the Company
• Development in respect of human resources
• Compliance or non-compliance of any regulatory, statutory nature or listing requirements and investor service
• An Action Taken Report is presented to the Board
Presentations are made regularly to the Board (minutes of meetings are circulated to the Board). Presentations, inter alia cover business strategies,
management structure, HR policy, management development and planning, half-yearly and annual results, budgets, treasury, review of Internal
Audit, risk management, operations of subsidiaries and associates, etc. Independent Directors have the freedom to interact with the Company’s
management.
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AUDIT COMMITTEE
The Company has constituted an Audit Committee in terms of the requirements of the Act. The Members of the Audit Committee are, Dr.
A.Veeraragavan, Dr. Koshy Varghese and Dr. Esther Malini.
During the year, six audit committee meetings were held. The details of the meetings conducted during the year under review are given below:
Date Strength of the Committee No. of Members present
April 28, 2016 3 3
July 12,2016 3 3
September 16, 2016 3 2
October 20, 2016 3 3
January 18,2017 3 2
March 20, 2017 3 3
In accordance with the requirements of the Act, the Company has established a Vigil Mechanism framework for Directors and employees to report
genuine concerns. The Chief Internal Auditor of the Holding Company is the co-ordinator for the Vigil Mechanism and responsible for receiving,
validating, investigating and reporting to the Audit Committee during the year.
The Whistle Blower Policy of the Company meets the requirement of the Vigil Mechanism framework under the Act.
COMPANY POLICY ON DIRECTOR APPOINTMENT AND REMUNERATION
The Company has constituted the Nomination and Remuneration Committee in accordance with the requirements of the Act read with the rules made
thereunder. The Members of the Nomination and Remuneration Committee are Dr. A.Veeraragavan, Dr. Koshy Varghese and Mr. T.S.Venkatesan
During the year, four nomination and remuneration committee meetings were held. The details of the meetings conducted during the year under
review are given below:
Date Strength of the Committee No. of Members present
April 28, 2016 3 3
July 12,2016 3 3
October 20, 2016 3 3
January 18,2017 3 2
The Committee had formulated a policy on Director’s appointment and remuneration including recommendation of remuneration of the KMP and
the criteria for determining qualifications, positive attributes and independence of a Director.
DECLARATION OF INDEPENDENCE
The Company has received a declaration of independence as stipulated under Section 149(7) of the Act confirming that he/she is not disqualified
from continuing as an Independent Director.
EXTRACT OF THE ANNUAL RETURN
The extract of the annual return in Form No. MGT – 9 is enclosed as Annexure 2 to this Report.
DIRECTORS RESPONSIBILITY STATEMENT
The Board of Directors of the Company confirms:
a) In the preparation of Annual Accounts, the applicable accounting standards have been followed along with proper explanation relating to
material departures:
b) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable
and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of
the Company for that period:
c) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions
of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities:
d) The Directors have prepared the Annual Accounts on a going concern basis:
e) The Directors have laid down an adequate system of internal financial control with respect to reporting on financial statements and the said
system is operating effectively.
f) The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were
adequate and were operating effectively.
PERFORMANCE EVALUATION OF THE BOARD, ITS COMMITTEES AND DIRECTORS
The Nomination and Remuneration Committee and the Board have laid down the manner in which formal annual evaluation of the performance of
the Board, committees and individual directors has to be made.
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It includes circulation of questionnaires to all Directors for evaluation of the Board and its Committees, Board composition and its structure, its
culture, Board effectiveness, Board functioning, information availability, etc. These questionaries’ also cover specific criteria and the grounds on
which all directors in their individual capacity will be evaluated.
Further, the Independent Directors at the meeting held on 07th December 2016, reviewed the performance of Board, Committees, and Non-Executive
Directors. The performance evaluation of the Board, Committees and Directors was also reviewed by the Nomination and Remuneration Committee
and the Board of Directors.
DISCLOSURE OF REMUNERATION
There are no employees in the company covered by the provisions Section 197 of the Act read with rule 5(2) of Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014.
COMPLIANCES WITH SECRETARIAL STANDARDS ON BOARD AND ANNUAL GENERAL MEETINGS
A policy on ‘Protection of Women’s Rights at Workplace’ was adopted by the Company at the Board Meeting held on July 12, 2016. This has been
widely disseminated. There were no cases of sexual harassment received in the Company during the year 2016-17.
PROTECTION OF WOMEN AT WORKPLACE
The parent company Larsen & Toubro Limited (L&T) has formulated a policy on ‘Protection of Women’s Rights at Workplace’ which is applicable
to all group companies. This has been widely disseminated. There were no cases of sexual harassment received in the Company during 2016-17.
AUDITOR AND AUDITOR’S REPORT
Statutory Auditors
The Company in the fifth Annual General Meeting (AGM) held on 24th September 2015 for the F-Y 2015-16 had appointed M.K.Dandeker & Co,
Chartered Accountants, (Firm Reg no: 000679S), Chennai as Statutory Auditors of the Company to hold office from the conclusion of that AGM
until the conclusion of the sixth consecutive AGM of the Company to be held during the year 2020.
The Board recommends the ratification of the appointment of M.K.Dandeker & Co, Chartered Accountants, (Firm Reg no: 000679S), Chennai, as
Statutory Auditors of the Company from the conclusion of the ensuing AGM until the conclusion of the next AGM. Certificate from the said audit
firm has been received to the effect that they are eligible to act as Auditors of the Company under Section 141 of the Act.
The Auditors’ Report for the financial year 2016-17 is unqualified and no Emphasis on matter. The Notes to the accounts referred to in the Auditors’
Report are self-explanatory and do not call for any further clarifications under section 134(3)(f) of the Act.
Cost Auditor
PRI & Associates (Firm Reg No: 000456), a firm of Cost Auditors, was appointed as Cost Auditor of the Company for audit of cost accounting
records for the financial year 2016-2017, pursuant to the provisions of Section 148 of the Act and Rule 3 and 4 of the Companies (Cost Records
and Audit) Amendment Rules, 2014. The Report of the Cost Auditors for the financial year 2016-2017 would be filed with the Ministry of Corporate
Affairs once the same is finalised.
The remuneration of the Cost Auditor was ratified at the Annual General Meeting held on September 29, 2016.
Secretarial Auditors
R.Thamizhvanan, Company Secretaries in practice, (COP no: 3721) Chennai was appointed to conduct the secretarial audit of the Company for
the financial year 2016-17, as required under Section 204 of the Act and Rules thereunder.
The secretarial audit report for the financial year 2016-17 is attached as Annexure 3 to this Report and it contains the qualification:
The company has complied with all requirements under the new Companies Act 2013 to the extent notified and applicable with respect to all
events/actions having a major bearing on the Companies affairs except appointment of whole-time secretary as required by Rule 8A of Companies
(Appointment and remuneration of Managerial Personnel Rules 2014)
Management Response: The Company is in search of suitable candidate to be appointed as Company Secretary and shall endeavour to appoint
in the near future.
ACKNOWLEDGEMENT
Your Directors take this opportunity to thank its employees, Financial Institutions, Banks, Central and State Government authorities, Regulatory
authorities, NHAI and all other stakeholders for their continued co-operation and support to the Company.
For and on behalf of the Board
T. S. VENKATESAN Dr. ESTHER MALINI
Director
DIN: 01443165
Director
DIN: 07124748
Place: Chennai
Date: April 24, 2017
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L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
ANNEXURE 1
FORM NO. AOC.2Form for disclosure of particulars of contracts/arrangements entered into by the Company with related parties referred to in sub-section (1) of
section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto
(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014)
1. Details of contracts or arrangements or transactions not at arm’s length basis
The Company has not entered into such transactions during the year.
2. Details of material contracts or arrangement or transactions at arm’s length basis
The Company has not entered into any such material contracts or arrangements material transactions during the year.
For and on behalf of the Board
T. S. VENKATESAN Dr. ESTHER MALINI
Director
DIN: 01443165
Director
DIN: 07124748
Place: Chennai
Date: April 24, 2017
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ANNEXURE 2
FORM NO. MGT-9
EXTRACT OF ANNUAL RETURN AS ON THE FINANCIAL YEAR ENDED ON 31.03.2017
[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014]
I. REGISTRATION AND OTHER DETAILS:
CIN U45203TN2010PLC075446
Registration Date 23/04/2010
Name of the Company L&T Krishnagiri Walajahpet Tollway Limited
Category / Sub-Category of the Company Company Limited by shares/Indian Non-government Company
Address of the Registered office and contact details P.O.Box.979, Mount Poonamallee Road,
Manapakkam, Chennai- 600089
Whether listed company Yes / No No
Name, Address and Contact details of Registrar and
Transfer Agent, if any
NSDL Database Management Limited *
4th Floor, Trade World A Wing,
Kamala Mills Compound, Senapati Bapat Marg,
Lower Parel, Mumbai – 400 013
Ph: 022 4914 2591
* NSDL Database Management Limited was appointed as Registrar and Share Transfer Agent at the Board Meeting held on July 12, 2016 and
the services transfer from Sharepro Services Limited are under process.
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY
All the business activities contributing 10 % or more of the total turnover of the company shall be stated:-
Sl. No. Name and Description of main products / services NIC Code of the Product/ service % to total turnover of the company
1 Construction and maintenance of motorways, streets,
roads, other vehicular and pedestrian ways, highways,
bridges, tunnels and subways
42101 100%
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES:
S. No Name And Address of the Company CIN/GLN Holding/ Subsidiary /Associate % of Shares held Applicable Section
1 L&T Infrastructure Development
Projects Limited
U65993TN2001PLC046691 Holding 99.9% 2(46)
IV. SHARE HOLDING PATTERN (EQUITY SHARE CAPITAL BREAKUP AS PERCENTAGE OF TOTAL EQUITY)
i) Category-wise Share Holding
Category of Shareholders No. of Shares held at the beginning of
the year
No. of Shares held at the end of the year % Change
during the
yearDemat at Physical Total % of Total
Shares
Demat Physical Total % of Total
Shares
A. Promoters
1) Indian
a) Individual/HUF – – – – – – – – –
b) Central Govt – – – – – – – – –
c) State Govt (s) – – – – – – – – –
d) Bodies Corp. 89999995 5* 90000000 100 89999995 5* 90000000 100 –
e) Banks / FI – – – – – – – – –
f) Any Other….
Sub-total (A) (1):- 89999995 5* 90000000 100 89999995 5* 90000000 100 –
2) Foreign
a) NRIs - Individuals – – – – – – – – –
b) Other - Individuals
c) Bodies Corp. – – – – – – – – –
d) Banks / FI – – – – – – – – –
e) Any Other….
Sub-total (A) (2):- – – – – – – – – –
Total shareholding of Promoter
(A) = (A)(1)+(A)(2)
89999995 5* 90000000 100 89999995 5* 90000000 100 –
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Category of Shareholders No. of Shares held at the beginning of
the year
No. of Shares held at the end of the year % Change
during the
yearDemat at Physical Total % of Total
Shares
Demat Physical Total % of Total
Shares
B. Public Shareholding
1. Institutions
a) Mutual Funds – – – – – – – – –
b) Banks / FI – – – – – – – – –
c) Central Govt – – – – – – – – –
d) State Govt(s) – – – – – – – – –
e) Venture Capital Funds – – – – – – – – –
f) Insurance Companies – – – – – – – – –
g) FIIs – – – – – – – – –
h) Foreign Venture Capital Funds – – – – – – – – –
i) Others (specify) – – – – – – – – –
Sub-total (B)(1):-
2. Non-Institutions
a) Bodies Corp. – – – – – – – – –
i) Indian – – – – – – – – –
ii) Overseas – – – – – – – – –
b) Individuals – – – – – – – – –
i) Individual shareholders
holding nominal share
capital upto v 1 lakh
– – – – – – – – –
ii) Individual shareholders
holding nominal share
capital in excess of
R 1 lakh
– – – – – – – – –
c) Others (specify) – – – – – – – – –
Sub-total (B)(2):- – – – – – – – – –
Total Public Shareholding
(B) = (B)(1)+ (B)(2)
– – – – – – – – –
C. Shares held by Custodian for
GDRs & ADRs
– – – – – – – – –
Grand Total (A+B+C) 89999995 5* 90000000 100 89999995 5* 90000000 100 –
*Shares held by nominees of L&T Infrastructure Development Projects Limited
(ii) Shareholding of Promoters
Sl No Shareholders Name Shareholding as on April 01, 2016 Shareholding as on March 31, 2017 % change in
Shareholding
during the yearNo. of Shares % of total
Shares of the
company
% of Shares
Pledged /
encumbered to
total shares#
No. of Share % of total
Shares of the
company
% of Shares
Pledged /
encumbered to
total shares#
1 L&T Infrastructure
Development Projects
Limited(including
nominees)
89997400 99.98 50.99# 89997400 99.989 50.99# –
2 Larsen & Toubro Limited 2600 0.00028 0.01# 2600 0.00028 0.01# –
Total 90000000 100 51# 90000000 100 51# –
#based on the information received from Promoters
(iii) Change in Promoters’ Shareholding : No change in shareholding of promoters.
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs): Nil
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(v) Shareholding of Directors and Key Managerial Personnel:
Sl.
No.
Shareholding Cumulative Shareholding during the Year
For Each of the Directors and KMP No. of shares % of total shares of
the company
No. of shares % of total shares of
the Company
As on April 01, 2016 1 0.0001% 1 0.0001%
Date wise Increase / Decrease in Shareholding
during the year
– – – –
As on March 31, 2017 1 0.0001% 1 0.0001%
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment:
(Amount in v)
Particulars of Indebtedness Secured Loans
excluding deposits
Unsecured Loans Total Indebtedness
As on April 01, 2016
i) Principal Amount 7,38,55,88,903 59,47,00,000 7,98,02,88,903
ii) Interest due but not paid – – –
iii) Interest accrued but not due – – –
Total (i+ii+iii) 7,38,55,88,903 59,47,00,000 7,98,02,88,903
Change in Indebtedness during the financial year
Addition 7,72,58,28,903 7,72,58,28,903
Reduction 7,38,55,88,903 55,46,00,000 7,94,01,88,903
Net Change 34,02,40,000 (55,46,00,000) (21,43,60,000)
Indebtedness at the end of the financial year
i) Principal Amount 7,72,58,28,903 4,01,00,000 7,76,59,28,903
ii) Interest due but not paid – – –
iii) Interest accrued but not due – – –
Total (i+ii+iii) 7,72,58,28,903 4,01,00,000 7,76,59,28,903
VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
A. Remuneration to Managing Director, Whole-time Directors and/or Manager:
(Amount in v)
Sl. no. Particulars of Remuneration Name of MD/WTD/ Manager Total Amount
Manager: Mr. Durairaj V (from
18th January 2017)
1. Gross salary v 6,33,404/- v 6,33,404/-
(a) Salary as per provisions contained in section 17(1)
of the Income-tax Act, 1961
(b) Value of perquisites u/s 17(2) Income-tax Act, 1961
(c) Profits in lieu of salary under section 17(3) Income-tax
Act, 1961
2. Stock Option – –
3. Sweat Equity – –
4. Commission
- as % of profit
- others, specify… – –
5. Others, please specify – –
Total (A) v 6,33,404/- v 6,33,404/-
Ceiling as per the Act v 126,04,220/-
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B. Remuneration to other directors:
(Amount in v)
Sl. no. Particulars of Remuneration Name of Directors Total Amount
Dr. A.Veeraragavan Dr. Koshy Varghese
1 Independent Directors
Fee for attending board meetings R 1,50,000/- R 1,25,000/- R 2,75,000/-
Fee for attending committee meetings R 1,00,000/- R 90,000/- R 2,15,000/-
Commission - - -
Others, please specify -
- -
Total (1) R 2,50,000/- R 2,15,000/- R 4,65,000/-
Dr. Esther Malini Mr. T.S.Venkatesan
2 Other Non-Executive Directors
Fee for attending board / committee meetings
Commission
Others, please specify Nil Nil
Total (2) Nil Nil
Total (B)=(1+2) R 2,50,000/- R 2,15,000/- R 4,65,000/-
Total Managerial Remuneration N.A.
Overall Ceiling as per the Act(sitting fees) Not more than R 1,00,000/- per meeting of Board or Committee
C. Remuneration to Key Managerial Personnel Other Than MD/Manager/WTD:
No remuneration was paid to KMP other than Manager of the Company. Mr. B.V.Srinivas, CFO of the Company is employed by the Holding
Company.
VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES: Nil
For and on behalf of the Board
T. S. VENKATESAN Dr. ESTHER MALINI
Director
DIN: 01443165
Director
DIN: 07124748
Place: Chennai
Date: April 24, 2017
S-3062
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
ANNEXURE 3
FORM NO. MR-3
SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR 2016-17
[Pursuant to section 204(1) of the Companies Act, 2013 and rule No.9 of the Companies (Appointment and Remuneration Personnel) Rules, 2014]
To
The Members,
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
P.O. BOX NO.979, MOUNT POONAMALLEE ROAD
MANAPAKKAM
CHENNAI-600089
I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED (here-in-after called the ‘Company’) for the financial year ending on 31st March 2017.
Secretarial Audit was conducted in a manner that provided me/us a reasonable basis for evaluating the corporate conducts/statutory compliances
and expressing my opinion thereon.
Based on my verification of the Company’s books, papers, minute books, forms and returns filed and other records maintained by the company
and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, I
hereby report :-
That in my opinion, the company has, during the audit period has complied with the applicable statutory provisions listed hereunder and also that
the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made
hereinafter:
I have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the said financial
year under the provisions of
(i) The Companies Act, 2013 (the Act) and the rules made there under;
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder – Not Applicable;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder - Not Applicable;
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas
Direct Investment and External Commercial Borrowings - Not Applicable;
(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’):-
a. The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011- Not Applicable;
b. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992- Not Applicable;
c. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009 - Not Applicable;
d. The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines,
1999 - Not Applicable;
e. The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 - Not Applicable;
f. The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies
Act and dealing with client - Not Applicable;
g. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009 - Not Applicable;
h. The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998 - Not Applicable;
I have also examined whether adequate systems and processes are in place to monitor and ensure compliance with general laws like labour laws,
competition laws, environment laws etc
In respect of financial laws like Tax laws, etc. I have relied on the audit reports made available during our audit for us to have the satisfaction that
the Company has complied with the provisions of such laws
I/we have also examined compliance with the applicable clauses of the following:
(a) Secretarial Standards issued by The Institute of Company Secretaries of India. - Applicable
(b) The Listing Agreements entered into by the Company with stock Exchanges for securities - Not Applicable
During the audit period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc.
mentioned above
S-3063
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
I further report that:-
The Board of Directors & the Committees of the Company are duly constituted. The changes in the composition of the Board of Directors that took
place during the period under review were carried out in compliance with the provisions of the Act.
Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days
in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for
meaningful participation at the meeting.
Majority decision is carried through and there were no dissenting views by any of the Board members during the year.
I further report that there are adequate systems and processes in the company commensurate with the size and operations of the company to
monitor and ensure compliance with applicable laws, rules, regulations and guidelines.
I further report that during the audit period the company has complied with all requirements under the new Companies Act 2013 to the extent
notified and applicable with respect to all events/actions having a major bearing on the Companies affairs except appointment of whole-time
secretary as required by Rule 8A of Companies (Appointment and remuneration of Managerial Personnel Rules 2014)
Sd/-
R. THAMIZHVANAN
Place: Chennai (COMPANYSECRETARYIN PRACTICE)
Date: 21.04.2017 CP NO. 3721
S-3064
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
INDEPENDENT AUDITORS’ REPORTTO THE MEMBERS OF L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
REPORT ON THE IND AS FINANCIAL STATEMENTS
We have audited the accompanying Ind AS financial statements of L&T Krishnagiri Walajahpet Tollway Limited (“the Company”), which comprise the Balance Sheet as at 31st March, 2017, the Statement of Profit and Loss (including Other Comprehensive Income), the statement of Changes in Equity, the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information (herein after referred to as “Ind AS financial statements”).
MANAGEMENT’S RESPONSIBILITY FOR THE IND AS FINANCIAL STATEMENTS
The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these Ind AS financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act, read with Rule 4 of the Companies (Indian Accounting Standards) Rules, 2015.
This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
AUDITOR’S RESPONSIBILITY
Our responsibility is to express an opinion on these Ind AS financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.
We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the Ind AS financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the Ind AS financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the Ind AS financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the Ind AS financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the Ind AS financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Ind AS financial statements.
OPINION
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Ind AS financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India including the Ind AS, of the state of affairs of the Company as at 31st March, 2017, its financial performance including Other Comprehensive Income, changes in equity and its cash flows for the year ended on that date.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
1. As required by the Companies (Auditor’s Report) Order, 2016 issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we enclose in the Annexure A, a statement on the matters specified in the paragraph 3 and 4 of the said order.
2. As required by Section 143 (3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.
(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
(c) The Balance Sheet, the Statement of Profit and Loss, the statement of Changes in Equity and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.
(d) In our opinion, the aforesaid Ind AS financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 4 of the Companies (Indian Accounting Standards) Rules, 2015.
(e) On the basis of the written representations received from the directors as on 31st March, 2017 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2017 from being appointed as a director in terms of Section 164 (2) of the Act.
(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in “Annexure B”.
(g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
i. The Company does not have any pending litigations which would impact its financial position.
S-3065
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
ANNEXURE - A TO THE INDEPENDENT AUDITORS’ REPORT(Referred to in our Report of even date)
1. a. The Company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets;
b. The Fixed Assets have been physically verified by the Management at regular Intervals and no material discrepancies were noticed on such verification.
c. The title deeds of immovable properties are held in the name of the Company.
2. The Company is engaged in the business of infrastructure development and maintenance and hence clause 3 (ii) of the Companies (Auditor’s Report) Order 2016 relating to inventory is not applicable.
3. The Company has not granted any loans, secured or unsecured to companies, firms, Limited Liability Partnerships or other parties covered in the register maintained under section 189 of the Companies Act, 2013.
4. According to the information and explanations given to us, provisions of section 185 and 186 of the Companies Act, 2013 are complied with in respect of loans, investments, guarantees and securities given by the Company, if any.
5. The Company has not accepted deposits and the directives issued by the Reserve Bank of India and the provisions of sections 73 to 76 or any other relevant provisions of the Companies Act and the rules framed there under are not applicable to the Company.
6. The Company is maintaining the cost records as specified by the Central Government under sub-section (1) of section 148 of the Companies Act in respect of services carried out by the Company.
7. a. According to the information and explanations given to us, the Company is regular in depositing undisputed statutory dues including provident fund, employees’ state insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, cess and any other statutory dues with the appropriate authorities.
b. According to the information and explanation given to us, the Company has no statutory dues which have not been deposited on account of disputes.
8. The Company has not defaulted in repayment of loans or borrowings to a financial institution, bank, Government or dues to debenture holders, if any.
9. The moneys raised by way of debt instruments and term loans were applied for the purposes for which those are raised.
10. Based on the information and explanation given to us, no material fraud by the Company or any fraud on the Company by its officers or employees has been noticed or reported during the year.
11. According to the information and explanations given to us and based on our examination of the records of the Company, the managerial remuneration has been paid or provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V of the Companies Act 2013.
12. The Company is not a Nidhi Company and hence clause3 (xii) of the Companies (Auditor’s Report) Order 2016 is not applicable.
13. According to the information and explanations given to us and based on our examination of the records of the Company, all transactions with the related parties are in compliance with sections 177 and 188 of the Companies Act, 2013 where applicable and the details of such transactions have been disclosed in the Ind AS financial statements as required by the applicable accounting standards.
14. According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year.
15. According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into any non-cash transactions with directors or persons connected with him. Accordingly, paragraph 3(xv) of the Order is not applicable.
16. The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.
For M.K.Dandeker & Co.,Chartered Accountants
(ICAI Regn. No.000679S)
S. PoosaiduraiPlace: Chennai PartnerDate: April 24, 2017 Membership No.223754
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.
iv. The Company has provided requisite disclosures in its Ind AS financial statements as to holdings as well as dealings in Specified Bank Notes during the period from 8th November 2016 to 30th December 2016 and these are in accordance with the books of accounts
maintained by the Company. Refer Note H (20) to the Ind AS financial statements.
For M.K.Dandeker & Co.,
Chartered Accountants
(ICAI Regn. No.000679S)
S. Poosaidurai
Place: Chennai Partner
Date: April 24, 2017 Membership No.223754
S-3066
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
ANNEXURE - B TO THE INDEPENDENT AUDITORS’ REPORT(Referred to in our Report of even date)
REPORT ON THE INTERNAL FINANCIAL CONTROLS UNDER CLAUSE (I) OF SUB-SECTION 3 OF SECTION 143 OF THE COMPANIES
ACT, 2013 (“THE ACT”)
We have audited the internal financial controls over financial reporting of L&T Krishnagiri Walajahpet Tollway Limited (“the Company”) as of
March 31, 2017 in conjunction with our audit of the Ind AS financial statements of the Company for the year ended on that date.
MANAGEMENT’S RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS
The Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial
reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal
Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (the “Guidance Note”). These responsibilities
include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly
and efficient conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of
frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required
under the Companies Act, 2013.
AUDITORS’ RESPONSIBILITY
Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting based on our audit. We conducted
our audit in accordance with the Guidance Note and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10)
of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls
and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial
reporting was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial
reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of
internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and
operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the
assessment of the risks of material misstatement of the Ind AS financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal
financial controls system over financial reporting.
MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING
A company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A
company’s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that,
in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles,
and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the
company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the
company’s assets that could have a material effect on the financial statements.
INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management
override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal
financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become
inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
OPINION
In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal
financial controls over financial reporting were operating effectively as at March 31, 2017, based on the internal control over financial reporting
criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal
Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.
For M.K.Dandeker & Co.,
Chartered Accountants
(ICAI Regn. No.000679S)
S. Poosaidurai
Place: Chennai Partner
Date: April 24, 2017 Membership No.223754
S-3067
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
BALANCE SHEET AS AT MARCH 31, 2017
Note As at 31-03-2017 As at 31-03-2016 As at 01-04-2015
Particulars R R R
ASSETS(1) Non-current assetsa) Property, Plant and Equipment 1 12,172,970 14,495,983 17,621,562 b) Capital work-in-progress 2 223,282,171 202,442,158 202,442,158 c) Intangible assets 3 10,571,532,490 9,084,856,322 9,132,572,570 d) Intangible assets under development 4 – 1,738,871,214 1,733,000,000 e) Financial Assets
i) Loans and Advances 5 89,000 84,000 84,000 f) Other non-current assets 6 119,114,910 11,280,432 1,465,520
A 10,926,191,541 11,052,030,109 11,087,185,810
Current assetsa) Financial Assets i) Investments 7 12,408,412 48,384,546 16,253,729 ii) Cash and bank balances 8 17,364,875 10,871,427 17,485,630 iii) Loans and advances 5 250,772 182,022 482,022
iv) Others 5 46,413,820 – –b) Current Tax Assets (net) 6 20,921,007 106,966,506 14,534,912 c) Other current assets 6 6,534,813 22,754,683 10,588,018
B 103,893,699 189,159,184 59,344,311
TOTAL A+B 11,030,085,240 11,241,189,293 11,146,530,121
EQUITY AND LIABILITIES
EQUITY
a) Equity Share capital 9 900,000,000 900,000,000 900,000,000
b) Other Equity 10 131,582,360 385,594,754 379,900,671
C 1,031,582,360 1,285,594,754 1,279,900,671
LIABILITIES
(1) Non-current liabilities
a) Financial liabilities
i) Borrowings 11 7,523,035,047 7,334,254,581 7,534,191,643
b) Provisions 13 358,847,842 193,961,671 74,487,260
c) Other non-current liabilities 14 – 1,898,314,842 1,905,758,687
D 7,881,882,889 9,426,531,094 9,514,437,590 Current liabilities
a) Financial liabilities
i) Borrowings 11 194,616,580 273,020,000 128,800,000
ii) Trade payables 15 28,224,789 3,511,389 17,469,847
iii) Other financial liabilities 12 34,819,913 153,686,078 152,970,680
b) Other current liabilities 14 1,856,633,871 97,527,991 52,594,329
c) Provisions 13 2,324,838 1,317,987 357,004
E 2,116,619,991 529,063,445 352,191,860
Total Equity and Liabilities C+D+E 11,030,085,240 11,241,189,293 11,146,530,121
Contingent liabilities FCommitments GOther notes forming part of accounts HSignificant accounting policies I
As per our report of even date
For M. K. DANDEKER & CO.
Chartered Accountants
(Firm Reg.No.000679S)
For and on behalf of the Board
S. POOSAIDURAI
Partner
Membership No. 223754
T. S. VENKATESAN ESTHER MALINIDirector
DIN : 01443165
Director
DIN : 07124748
Place : Chennai
Date : April 24, 2017
Place : Chennai
Date : April 24, 2017
S-3068
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
As per our report of even date
For M. K. DANDEKER & CO.
Chartered Accountants
(Firm Reg.No.000679S)
For and on behalf of the Board
S. POOSAIDURAI
Partner
Membership No. 223754
T. S. VENKATESAN ESTHER MALINIDirector
DIN : 01443165
Director
DIN : 07124748
Place : Chennai
Date : April 24, 2017
Place : Chennai
Date : April 24, 2017
STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2017
2016-17 2015-16
Particulars Note No. R R R R
REVENUE
Revenue from Operations 16 1,335,376,595 1,242,765,168
Other income 17 11,037,693 9,593,069
Total income 1,346,414,288 1,252,358,237
EXPENSES
Operating expenses 18 336,188,777 280,072,204
Employee benefit expense 19 21,618,561 18,968,751
Finance costs 20 1,148,759,480 871,195,759
Depreciation, amortisation and obsolescence 1 & 3 50,702,510 48,982,557
Administration and other expenses 21 39,911,425 27,179,955
Total expenses 1,597,180,753 1,246,399,226
Profit/(loss) before exceptional items and tax (250,766,465) 5,959,011
Tax Expense:
Current tax – –
Adjustment of tax relating to earlier periods 2,662,739 –
2,662,739 –
Profit/(loss) after tax for the year (253,429,204) 5,959,011
Prior period adjustments – –
Profit for the year (253,429,204) 5,959,011
Other Comprehensive Income
i) Reclassifiable to profit or loss in subsequent periods
ii) Not reclassifiable to profit or loss in subsequent periods (583,190) (264,928)
Total Comprehensive Income for the year (254,012,394) 5,694,083
Earnings per equity share (Basic and Diluted) H (9) (2.82) 0.07
Face value per equity share 10.00 10.00
S-3069
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
CASH FLOW STATEMENT AS ON MARCH 31, 2017
Particulars 2016-17 2015-16
v v
A Net profit / (loss) before tax and extraordinary items (251,349,655) 5,694,083
Adjustments for :
Depreciation and amortisation expense 50,702,510 48,982,557
Interest expense 1,148,759,480 871,195,759
(Profit)/loss on sale of current investments(net) (7,300,016) (4,219,806)
(Profit)/loss on sale of fixed assets 45,450 (42,865)
Operating profit before working capital changes 940,857,769 921,609,728
Adjustments for:
Increase / (Decrease) in long term provisions 145,625,901 111,713,471
Increase / (Decrease) in trade payables 24,713,400 (13,958,458)
Increase / (Decrease) in other current liabilities 170,691,038 37,489,817
Increase / (Decrease) in other current financial liabilities (121,383,287) (857,785)
Increase / (Decrease) in short term provisions 1,006,851 960,983
(Increase) / Decrease in loan term loans and advances (5,000) -
(Increase) / Decrease in financial asset (46,482,570) 300,000
(Increase) / Decrease in other current assets 16,219,870 (12,166,665)
Net cash generated from/(used in) operating activities 1,131,243,972 1,045,091,091
Direct taxes paid (net of refunds) (24,451,718) (102,246,506)
Net Cash(used in)/generated from Operating Activities 1,106,792,254 942,844,585
B Cash flow from investing activities
Purchase of fixed assets (126,947,519) (4,015,464)
Sale of fixed assets (22,395) 46,385
Purchase of current investments (1,189,894,999) (1,129,872,998)
Sale of current investments 1,233,171,149 1,101,961,987
Net cash (used in)/generated from investing activities (83,693,764) (31,880,090)
C Cash flow from financing activities
Repayment of Equity - Mezz debt (539,600,000) –
Proceeds / (repayment) from / (to) borrowings from related party (15,000,000) (110,338,748)
Proceeds / (repayment) from / (to) long term borrowings 7,725,336,096 –
Repayment of long term borrowings (7,432,880,565) (118,700,000)
Interest paid (754,460,573) (688,539,950)
Net cash (used in)/generated from financing activities (1,016,605,042) (917,578,698)
Net increase / (decrease) in cash and cash equivalents (A+B+C) 6,493,448 (6,614,203)
Cash and cash equivalents as at the beginning of the year 10,871,427 17,485,630
Cash and cash equivalents as at the end of the year 17,364,875 10,871,427
NOTES
1. Cash flow statement has been prepared under the ‘Indirect Method’ as set out in the Ind AS 7 - Cash Flow statements
2. Cash and cash equivalents represent cash and bank balances.
3. Previous year’s figures have been regrouped/reclassified wherever applicable.
As per our report of even date
For M. K. DANDEKER & CO.
Chartered Accountants
(Firm Reg.No.000679S)
For and on behalf of the Board
S. POOSAIDURAI
Partner
Membership No. 223754
T. S. VENKATESAN ESTHER MALINIDirector
DIN : 01443165
Director
DIN : 07124748
Place : Chennai
Date : April 24, 2017
Place : Chennai
Date : April 24, 2017
S-3070
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
NOTES FORMING PART OF ACCOUNTS
NOTE 1 : PROPERTY, PLANT AND EQUIPMENT
(Amount in v)
Particulars Cost Depreciation Book Value
As at April 01, 2016
Additions Disposals As at March
31, 2017
As at April
01, 2016
For the year On
disposals
As at March
31, 2017
As at March
31, 2017
As as March
31, 2016
Owned
Land 2,546,860 – – 2,546,860 – – – – 2,546,860 2,546,860
Plant and Equipment 1,900,870 1,349,927 – 3,250,797 481,565 562,138 – 1,043,703 2,207,094 1,419,305
Furniture and fixtures 1,121,223 84,910 – 1,206,133 182,964 198,208 – 381,172 824,961 938,259
Vehicles 11,204,855 35,835 553,192 10,687,498 2,862,998 2,811,830 474,492 5,200,336 5,487,162 8,341,857
Office equipment 1,217,004 106,584 – 1,323,588 611,868 293,729 – 905,597 417,991 605,136
Computers, laptops and printers 857,314 355,750 165,902 1,047,162 212,748 367,059 221,547 358,260 688,902 644,566
Total 18,848,126 1,933,006 719,094 20,062,038 4,352,143 4,232,964 696,039 7,889,068 12,172,970 14,495,983
Previous year 17,621,562 1,230,084 3,520 18,848,126 – 4,352,143 – 4,352,143 14,495,983 17,621,562
NOTE 2 : CAPITAL WORK-IN-PROGRESS
(Amount in v)
Particulars Cost
As at April 01, 2016
Additions Disposals As at March
31, 2017
Capital work in progress 202,442,158 20,840,013 – 223,282,171
Total 202,442,158 20,840,013 – 223,282,171
Plant and Equipment in CWIP of value R 20,36,92,479 are pending installation and not ready for use as a permanent toll plaza is pending construction
due to non allotment of land by the NHAI. Additions during the year include purchase of additional toll equipments and Static Weigh Bridge / Slow
Way - in - Motion which are pending for installation as at 31st Mar 2017.
NOTE 3 : INTANGIBLE ASSETS
(Amount in v)
Particulars Cost Amortisation Book Value
As at April 01, 2016
Additions Disposals As at March
31, 2017
As at April
01, 2016
For the year On
disposals As at March
31, 2017
As at March
31, 2017
As as March
31, 2016
Toll collection rights 9,154,186,736 1,849,932,912 316,787,197 10,687,332,451 69,330,414 46,469,547 – 115,799,961 10,571,532,490 9,084,856,322
Total 9,154,186,736 1,849,932,912 316,787,197 10,687,332,451 69,330,414 46,469,547 – 115,799,961 10,571,532,490 9,084,856,322
NOTE 4 : INTANGIBLE ASSETS UNDER DEVELOPMENT
(Amount in v)
Particulars Cost
As at April 01, 2016
Additions Disposals As at March 31,
2017
Construction cost 1,733,000,000 1,733,000,000 –
Pre-operative expenses pending allocation 5,871,214 5,871,214 –
Total 1,738,871,214 – 1,738,871,214 –
Previous year
a) An amount of 173.88 Cr is transferred from intangible asset under development to toll collection rights in the current year.
S-3071
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
NOTE 1 : PROPERTY, PLANT AND EQUIPMENT (AT COST OR DEEMED COST)
(Amount in v)
Particulars Cost Depreciation Book Value
As at April 01, 2015
Additions Disposals As at March
31, 2016
As at April
01, 2015
For the year On
disposals
As at March
31, 2016
As at March
31, 2016
As at April
01, 2015
Owned
Land 2,546,860 – – 2,546,860 – – – – 2,546,860 2,546,860
Plant and Equipment 1,730,770 170,100 – 1,900,870 – 320,833 – 320,833 1,580,037 1,730,770
Furniture and fixtures 1,121,223 – – 1,121,223 – 182,964 – 182,964 938,259 1,121,223
Vehicles 11,106,305 98,550 – 11,204,855 – 2,862,998 – 2,862,998 8,341,857 11,106,305
Office equipment 1,055,678 161,326 – 1,217,004 – 772,600 – 772,600 444,404 1,055,678
Computers, laptops and printers 60,726 800,108 3,520 857,314 – 212,748 – 212,748 644,566 60,726
Total 17,621,562 1,230,084 3,520 18,848,126 – 4,352,143 – 4,352,143 14,495,983 17,621,562
NOTE 2 : CAPITAL WORK-IN-PROGRESS
(Amount in v)
Particulars Cost
As at April 01, 2016
Additions Disposals As at March
31, 2017
Capital work in progress 202,442,158 – – 202,442,158
Total 202,442,158 – – 202,442,158
NOTE 3 : INTANGIBLE ASSETS
(Amount in v)
Particulars Cost Amortisation Book Value
As at April 01, 2015
Additions Disposals As at March
31, 2016
As at April
01, 2015
For the year On
disposals As at March
31, 2016
As at March
31, 2016
As at April 01,
2015
Toll collection rights 9,157,272,570 – 3,085,834 9,154,186,736 24,700,000 44,645,447 15,033 69,330,414 9,084,856,322 9,132,572,570
Total 9,157,272,570 – 3,085,834 9,154,186,736 24,700,000 44,645,447 15,033 69,330,414 9,084,856,322 9,132,572,570
NOTE 4 : INTANGIBLE ASSETS UNDER DEVELOPMENT
(Amount in v)
Particulars Cost
As atApril 01, 2015
Additions Deductions As at
March 31, 2016
Construction cost 1,733,000,000 – – 1,733,000,000
Pre-operative expenses pending allocation – 5,871,214 – 5,871,214
Total 1,733,000,000 5,871,214 – 1,738,871,214
NOTES TO FINANCIAL STATEMENTS (Contd.)
S-3072
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
NOTES TO FINANCIAL STATEMENTS (Contd.)
NOTE 5 : FINANCIAL ASSET
March 31, 2017 March 31, 2016 April 01, 2015
Particulars Current Non-
current
Total Current Non-
current
Total Current Non-
current
Total
R R R R R R R R R
a) Loans and Advances
Unsecured, considered good 250,772 89,000 339,772 182,022 84,000 266,022 482,022 84,000 566,022
b) Others
Due from related parties 19,918,488 19,918,488
NHAI claim receivable 26,495,332 – 26,495,332 – – – – – –
46,664,592 89,000 46,753,592 182,022 84,000 266,022 482,022 84,000 566,022
NOTE 6 : OTHER NON-CURRENT AND CURRENT ASSETS
March 31, 2017 March 31, 2016 April 01, 2015
Particulars Current Non-current Total Current Non-current Total Current Non-current Total
R R R R R R R R R
Advances other than capital
advances
Other advances 3,173,190 – 3,173,190 18,873,181 – 18,873,181 7,880,368 – 7,880,368
Advance recoverable other than
in cash
Prepaid Insurance 3,361,623 – 3,361,623 3,341,960 – 3,341,960 2,252,916 – 2,252,916
Prepaid expenses – – – 539,542 – 539,542 454,734 – 454,734
VAT recoverable – 1,235,348 1,235,348 – 1,235,348 1,235,348 – 1,235,348 1,235,348
6,534,813 1,235,348 7,770,161 22,754,683 1,235,348 23,990,031 10,588,018 1,235,348 11,823,366
Income tax
Income tax net of previous
year provisions
20,921,007 117,879,562 138,800,569 106,966,506 10,045,084 117,011,590 14,534,912 230,172 14,765,084
20,921,007 117,879,562 138,800,569 106,966,506 10,045,084 117,011,590 14,534,912 230,172 14,765,084
NOTE 7 : INVESTMENTS
Particulars As at March 31, 2017 As at March 31, 2016 As at April 01, 2015
Quantity Units Current v Quantity Units Current v Quantity Units Current v
Investments (quoted)
Mutual funds at fair value through
profit and loss
12,408,412 48,384,546 16,253,729
12,408,412 48,384,546 16,253,729
Aggregate book value of quoted investments 12,005,572 48,023,799 16,244,997
Aggregate market value of quoted investments 12,408,412 48,384,546 16,253,729
S-3073
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
NOTES TO FINANCIAL STATEMENTS (Contd.)
NOTE 8 : CASH AND CASH EQUIVALENTS
Particulars As at March 31, 2017 As at March 31, 2016 As at April 01, 2015
R R R
a) Balances with banks
Trust retention and escrow accounts 4,397,685 1,167,286 7,452,243
Other accounts 5,854,922 4,390,744
b) Cheques on hand – – 4,543,389
c) Cash on hand 7,112,268 5,313,397 5,489,998
17,364,875 10,871,427 17,485,630
The trust retention and escrow accounts carry a first charge to the extent of amount payable as per the waterfall mechanism as defined in the
Concession agreement / Common loan agreement. As at March 31, 2017 there were no amounts included in this which are restricted/earmarked
for any specific purposes by virtue of the said waterfall mechanism.
NOTE 9 : SHARE CAPITAL
(i) Authorised, issued, subscribed and paid up
As at March 31, 2017 As at March 31, 2016 As at April 01, 2015
No. of shares R No. of shares R No. of shares R
Authorised:
Equity shares of v 10 each 90,000,000 900,000,000 90,000,000 900,000,000 90,000,000 900,000,000
Issued, subscribed and fully paid up
Equity shares of v 10 each 90,000,000 900,000,000 90,000,000 900,000,000 90,000,000 900,000,000
(ii) Reconciliation of the number of equity shares and share capital issued, subscribed and paid-up:
As at March 31, 2017 As at March 31, 2016 As at April 01, 2015
No. of shares R No. of shares R No. of shares R
At the beginning of the year 90,000,000 900,000,000 90,000,000 900,000,000 90,000,000 900,000,000
Issued during the year as fully paid – – – – – –
At the end of the year 90,000,000 900,000,000 90,000,000 900,000,000 90,000,000 900,000,000
(iii) Terms / rights attached to shares
Equity shares of v10 each.
The Company has only one class of equity share having a par value of v 10 per share. Each holder of equity shares is entitled to one vote per
share.
The Company has not issued any securities during the year with the right/option to convert the same into equity shares at a later date.
The Company has not reserved any shares for issue under options and contracts/commitments for the sale of shares/disinvestment.
The shares issued carry equal rights to dividend declared by the company and no restrictions are attached to any specific shareholder.
No dividend has been declared by the board of directors during the year ended 31st March 2017. (Previous year Nil)
(iv) Details of Shares held by Holding Company/Ultimate Holding Company/its subsidiaries or associates:
As at March 31, 2017 As at March 31, 2016 As at April 01, 2015
No. of shares R No. of shares R No. of shares R
L&T Infrastructure Development Projects Limited
(including nominee holding)
89,997,400 899,974,000 89,997,400 899,974,000 89,997,400 899,974,000
Larsen and Toubro Limited
(ultimate holding company)
2,600 26,000 2,600 26,000 2,600 26,000
90,000,000 900,000,000 90,000,000 900,000,000 90,000,000 900,000,000
S-3074
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
NOTES TO FINANCIAL STATEMENTS (Contd.)
(v) Details of Shareholders holding more than 5% shares in the company:
As at March 31, 2017 As at March 31, 2016 As at April 01, 2015
No. of shares R No. of shares R No. of shares R
L&T Infrastructure Development Projects Limited
(including nominee holding)
89,997,400 99.997% 89,997,400 99.997% 89,997,400 99.997%
Larsen and Toubro Limited (including nominee
holding)
2,600 0.003% 2,600 0.003% 2,600 0.003%
(vi) Aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought back during the period
of five years immediately preceding the reporting date: NIL
(vii) Calls unpaid : NIL; Forfeited Shares : NIL
STATEMENT OF CHANGES IN EQUITY AS ON MARCH 31, 2017
10 OTHER EQUITY AS ON 31.03.2017
Particulars Equity component of
compound financial instruments
Reseve & Surplus Total
Retained earnings
Balance at the beginning of the year 423,130,019 -37,535,265 385,594,754
Total comprehensive income for the year -254,012,394 –254,012,394
Balance at the end of the year 423,130,019 -291,547,659 131,582,360
OTHER EQUITY AS ON 31.03.2016
Particulars Equity component of
compound financial instruments
Reseve & Surplus Total
Retained earnings
Balance at the beginning of the reporting period 423,130,019 -43,229,348 379,900,671
Total comprehensive income for the year – 5,694,083 5,694,083
Balance at the end of the year 423,130,019 -37,535,265 385,594,754
NOTE 11 : BORROWINGS
March 31, 2017 March 31, 2016 April 01, 2015
Particulars Current Non-current Total Current Non-current Total Current Non-current Total
R R R R R R R R R
Secured borrowings
a) Term loans
i) From banks 123,716,580 6,013,835,047 6,137,551,627 217,920,000 7,161,914,414 7,379,834,414 118,700,000 7,378,852,895 7,497,552,895
ii) From others 30,800,000 1,509,200,000 1,540,000,000 – – – – – –
Unsecured borrowings
b) Loans from related parties 40,100,000 – 40,100,000 55,100,000 172,340,167 227,440,167 10,100,000 155,338,748 165,438,748
194,616,580 7,523,035,047 7,717,651,627 273,020,000 7,334,254,581 7,607,274,581 128,800,000 7,534,191,643 7,662,991,643
Details of long term borrowings
Particulars Effective interest rate Terms of repayment
Term loans from banks 9.35% Repayable in 216 monthly ballooning installments starting from April 2017 and ending
March 2035.Term loans from financial institution
Nature of security for term loans:
i) Mortgage of title deed of a plot in Maharashtra.
ii) Pari passu charge on all the immovable and movable properties of the Company relating to the Project, both present and future except
Project Assets as defined in the Concession Agreement, all bank accounts of the company and all Authorized investments or other securities
representing all amounts credited in the bank accounts. Existing charge with State Bank of India and its consortium is in force and the same
is to be created in favor of new Lender, Punjab National Bank and its consortium.
S-3075
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
NOTES TO FINANCIAL STATEMENTS (Contd.)
Presentation of Long term borrowings in the Balance Sheet is as follows:
Particulars As at March 31, 2017 As at March 31, 2016 As at April 01, 2015
Long term borrowings 7,523,035,047 7,161,914,414 7,378,852,895
Current maturities of long term borrowings 154,516,580 217,920,000 118,700,000
NOTE 12 : OTHER FINANCIAL LIABILITIES
March 31, 2017 March 31, 2016 April 01, 2015
Particulars Current Non-
current
Total CurrentNon-current Total CurrentNon-current Total
R R R R R R R R R
a) Deposits received 4,979,496 – 4,979,496 3,960,000 – 3,960,000 – – –
b) Interest accrued 4,154,168 – 4,154,168 1,637,046 – 1,637,046 63,863 – 63,863
c) Due to related parties 2,466,463 2,466,463 127,771,491 127,771,490
d) Other liabilities
i) Creditors for capital supplies 8,045,798 – 8,045,798 6,542,230 – 6,542,230 13,726,460 – 13,726,460
ii) Revenue share payable 15,173,988 – 15,173,988 13,775,311 – 13,775,311 11,408,867 – 11,408,867
34,819,913 – 34,819,913 153,686,078 – 25,914,587 152,970,680 – 25,199,190
NOTE 13 : PROVISIONS
Provision for employee benefits 2,324,838 3,223,172 5,548,010 1,317,987 3,182,801 4,500,788 357,004 2,269,330 2,626,334
Provisions for major maintenance – 355,624,670 355,624,670 – 190,778,870 190,778,870 – 72,217,930 72,217,930
2,324,838 358,847,842 361,172,680 1,317,987 193,961,671 195,279,658 357,004 74,487,260 74,844,264
NOTE 14 : OTHER NON-FINANCIAL LIABILITIES
i) Other liabilities 1,852,148,428 – 1,852,148,428 96,969,366 1,898,314,842 1,995,284,208 50,600,674 1,905,758,687 1,956,359,361
ii) Due to related parties – – – – – –
iii) Statutory payables 4,485,443 – 4,485,443 558,625 – 558,625 1,993,655 – 1,993,655
1,856,633,871 – 1,856,633,871 97,527,991 1,898,314,842 1,995,842,833 52,594,329 1,905,758,687 1,958,353,016
NOTE 15 : TRADE PAYABLES
March 31, 2017 March 31, 2016 April 01, 2015
R R R
Due to related parties 15,699,922 1,612,478 8,968,160
Due to others 12,524,867 1,898,911 8,501,687
28,224,789 3,511,389 17,469,847
NOTE F : CONTINGENT LIABILITIES
1. Contingent in respect of clause 26.3 of the Concession Agreement, NHAI’s demand of v 4,78,00,335/- towards Additional Concession Fee.
(Previous year - v 4,78,00,335/-).
2. Contingent in respect of negative change of scope v 1,17,55,21,600/- (net of positive change of scope). (Previous year - v 1,17,55,21,600).
NOTE G : COMMITMENT
Capital Commitment
The estimated amount of contracts remaining to be executed on capital amount (net of advances) as of 31st March 2017 amounting to v 1,81,68,284/-
(Previous year v 1,81,68,284/-)
S-3076
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
NOTE 16 : REVENUE FROM OPERATIONS
2016-17 2015-16
R R R R
Operating revenue:
Toll Collections 1,433,363,027 1,396,522,002
Less : Revenue share to NHAI 172,140,009 153,756,834
1,261,223,018 1,242,765,168
Other operating revenue:
License fee from wayside amenities & others 879,076 –
Receivable from NHAI for loss of revenue claim 73,274,501 –
1,335,376,595 1,242,765,168
*National Highway Authority of India
NOTE 17 : OTHER INCOME
Profit on sale of current investments 7,300,016 4,219,806
Profit/(loss) on disposal of fixed assets (45,450) 42,865
Provision no longer required written back – –
Dividend Income – –
Other income 3,783,127 5,330,398
11,037,693 9,593,069
NOTE 18 : OPERATING EXPENSES
Toll Management fees 51,778,108 62,009,451
Security services 9,875,550 10,027,322
Insurance 6,186,220 4,227,543
Repairs and maintenance
Toll road & bridge 83,878,426 41,130,769
Plant and machinery 9,598,349 3,969,246
Periodic major maintenance 145,585,530 110,800,000
Others 5,311,006 10,621,811
244,373,311 166,521,826
Professional fees 5,233,186 9,239,632
Power and fuel 37,262,162 28,046,430
NHAI claim for expense (18,519,760) –
336,188,777 280,072,204
NOTE 19 : EMPLOYEE BENEFIT EXPENSES
Salaries, wages and bonus 16,240,987 13,634,460
Contributions to and provisions for:
Provident fund 918,046 794,672
Gratuity 335,694 340,571
Compensated absences 1,517,244 1,569,312
Retention pay 898,223 204,680
Others – –
3,669,207 2,909,235
Staff welfare expenses 3,348,952 2,425,056
NHAI claim for expense (1,640,585) –
21,618,561 18,968,751
NOTES TO FINANCIAL STATEMENTS (Contd.)
S-3077
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
NOTE 20 : FINANCE COSTS
2016-17 2015-16
R R R R
Interest on borrowings 807,136,957 844,653,612
Other borrowing cost (specify nature) 8,794,977 798,269
Unwinding of discount and implicit interest expense on fair value 383,994,588 25,743,878
NHAI claim for expense (51,167,042) –
1,148,759,480 871,195,759
NOTE 21 : ADMINISTRATION AND OTHER EXPENSES
Rent, Rates and taxes 540,251 196,622
Professional fees 30,261,681 20,386,586
Directors sitting fees 421,503 295,602
Postage and communication 521,778 406,973
Printing and stationery 806,411 915,012
Travelling and conveyance 1,777,147 496,105
Insurance Expenses 13,579 1,551
Repairs and Maintenance - Others 4,399,217 4,099,949
Miscellaneous expenses 2,388,141 381,555
NHAI claim for expense (1,218,283) –
39,911,425 27,179,955
(a) Professional fees includes Auditors remuneration (including service tax) as follows:
Particulars 2016-17 2015-16
v v
a) As auditor 314,732 302,280
b) For taxation matters 14,501 29,160
c) For company law matters 8,587 17,175
d) For other services 195,824 178,718
Reimbursement if expenses 26,076 6895
Total 559,720 534,228
NOTE H : NOTES FORMING PART OF ACCOUNTS
1) Corporate Information
L&T Krishnagiri Walajahpet Tollway Limited is a Special Purpose Vehicle (SPV) incorporated on 23-04-2010 for the purpose of widening of
existing four-lane, 148.300 kilometres Road stretch covering from Krishnagiri (Km.0.000) to Walajahpet (Km. 148.300) on National Highway No
46 to make it six lane divided Carriageway facility under Viability Gap Funding scheme of Government of India and operation and maintenance
thereof, under the Concession Agreement dated 13-10-2010. The Concession is for a period of 30 year and 12 days including the construction
period. At the end of the 30 years the entire facility will be transferred to National Highway Authority of India. The Company has commenced
the construction of the highway and collection of toll from the said appointed date.
2) The Company has not earned any income/incurred any expenditure in foreign currency during the year. (previous year: v Nil)
NOTES TO FINANCIAL STATEMENTS (Contd.)
S-3078
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
3) Disclosure pursuant to Ind AS 19 “Employee benefits”:
(i) Defined contribution plan:
An amount of v 9,18,046/- (previous year : v 7,94,672) being contribution made to recognised provident fund is recognised as expense
and included under Employee benefit expense (Note 20) in the Statement of Profit and loss.
(ii) Defined benefit plans:
a) Characteristics of its defined benefit plans and risks associated with them
i Benefits offered 15/ 26 × Salary × Duration of Service
ii Salary definition Basic Salary including Dearness Allowance (if any)
iii Benefit ceiling Benefit ceiling of R 10,00,000 was applied
iv Vesting conditions 5 years of continuous service (Not applicable in case of death/disability)
v Benefit eligibility Upon Death or Resignation / Withdrawal or Retirement
vi Retirement age 58 Years
b) The amounts recognised in Balance Sheet are as follows:
Particulars Gratuity plan
As at March 31, 2017 As at March 31, 2016
R R
A) Present value of defined benefit obligation
– Wholly funded 1,967,439 –
– Wholly unfunded – 1,534,419
1,967,439 1,534,419
Less : Fair value of plan assets 1,170,529 –
Amount to be recognised as liability or (asset) 796,910 1,534,419
B) Amounts reflected in the Balance Sheet
Liabilities 796,910 1,534,419
Assets – –
Net Liability / (asset) 796,910 1,534,419
c) The amounts recognised in the Statement of Profit and loss are as follows:
Particulars Gratuity plan
As at March 31, 2017 As at March 31, 2016
R R
1 Current service cost 267,679 248,311
2 Interest on Defined benefit obligation 113,163 92,260
3 Expected return on plan assets (45,148) –
335,694 340,571
d) Remeasurement recognized in other comprehensive income
Particulars Gratuity plan
As at March 31, 2017 As at March 31, 2016
R R
Components of actuarial gain/losses on obligations
Due to change in financial assumptions 119,034 77,128
Due to change in demographic assumption – 91,461
Due to experience adjustments 429,911 96,339
Return on plan assets excluding amounts included in Interest 34,245 –
Income
Amount recognized in other comprehensive income 583,190 264,928
NOTES TO FINANCIAL STATEMENTS (Contd.)
S-3079
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
e) The changes in the present value of defined benefit obligation representing reconciliation of opening and closing balances thereof
are as follows:
Particulars Gratuity plan
As at March 31, 2017 As at March 31, 2016
R R
Op. balance of the present value of defined benefit obligation 1,534,419 1,105,550
Add: Current service cost 267,679 248,311
Add: Interest cost 113,163 92,260
Add/(less): Actuarial losses/(gains) 548,945 264,928
Less: Benefits paid 496,767 176,630
Closing balance of the present value of defined benefit obligation 1,967,439 1,534,419
f) The changes in the fair value of plan assets representing reconciliation of opening and closing balances thereof are as follows:
Particulars Gratuity plan
As at March 31, 2017 As at March 31, 2016
R R
Opening value of plan assets – –
Interest Income 45,148 –
Return on plan assets excluding amount included in interest income (34,245) –
Contribution by employers 1,324,865 –
Benefits paid (165,239) –
Closing balance of the present value of defined benefit obligation 1,170,529 –
g) Principal actuarial assumptions at the Balance Sheet date:
Particulars As at March 31, 2017 As at March 31, 2016
1) Discount rate 6.95% 7.80%
2) Salary growth rate 6.00% 6.00%
3) Attrition rate 3% to 15% based
on the age band
3% to 15% based on
the age band
h) A quantitative sensitivity analysis for significant assumption as at 31 March 2017
Particulars As at March 31, 2017
Change Obligation
i) Discount rate +0.5% 1,895,727
-0.5% 2,044,404
ii) Salary growth rate +0.5% 2,036,018
-0.5% 1,903,139
i) The major categories of plan assets as a percentage of the total plan assets are as follows :
Particulars Gratuity plan
As at March 31, 2017 As at March 31, 2016
R R
Insurer managed funds 100% 100%
4) Disclosure pursuant to Ind AS 23 “Borrowing Costs”
Borrowing cost capitalised during the year v Nil. (previous year :v Nil).
5) Disclosure of segment information pursuant to Ind AS 108 “Operating Segments”
The Company is engaged in the business of construction, operation and maintenance of Toll road projects on Design, Build, Finance, Operate
and Transfer (DBFOT) basis in a single business segment. Hence, reporting on primary segment does not arise. Further, the entire operations
of the Company are only in India. Hence, disclosure of secondary / geographical segment information does not arise.
NOTES TO FINANCIAL STATEMENTS (Contd.)
S-3080
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
6) Disclosure of related parties / related party transactions pursuant to Ind AS 24 “Related Party Disclosures”
a) List of related parties
Ultimate Holding Company : Larsen & Toubro Limited
Holding Company : L&T Infrastructure Development Projects Limited
Fellow Subsidiaries : L&T General Insurance Company Limited
L&T Sambalpur Rourkela Tollway Limited
L&T Ahemadabad -Maliya Tollway Limited
L&T Transportation Infrastructure Limited
L&T Chennai Tada Tollway Limited
PNG Tollways Ltd
Krishnagiri Thopur Tollroad Limited
L&T BPP Tollway Limited
Key managerial personnel : V.Durairaj
Ch. Arvind Krishna #
B.V.Srinivas ##
b) Disclosure of related party transactions:
Particulars 2016-17 2015-16
v v
1) Purchase of goods and services
• Larsen & Toubro Limited 214,993,478 5,242,637
• L&T Infrastructure Development Projects Limited 35,804,770 27,708,285
• L&T General Insurance Company Limited – 6,010,260
• L&T Chennai Tada Tollway Limited 896,893 –
251,695,141 38,961,182
2) Reimbursement of expenses to
• Larsen & Toubro Limited – 17,568
• L&T Infrastructure Development Projects Limited – 1,125,121
• L&T BPP Tollway Limited – 64,384
• L&T Chennai Tada Tollway Limited – 202,488
• L&T Sambalpur-Rourkela Tollway Limited 107,140 –
• L&T Ahemadabad -Maliya Tollway Limited – 55,886
• Krishnagiri Thopur Tollroad Limited – 7,500,000
107,140 8,965,447
3) Reimbursement of expenses from
• Larsen & Toubro Limited 1,669,776 1,315,132
• Krishnagiri Thopur Tollroad Limited 150,000 –
• L&T Chennai Tada Tollway Limited 112,500 –
1,932,276 1,315,132
4) Short term unsecured loan received
• L&T Infrastructure Development Projects Limited – 30,000,000
• L&T Transportation Infrastructure Limited – 15,000,000
– 45,000,000
5) Short term unsecured loan / Mezzanine Debt repaid
• L&T Infrastructure Development Projects Limited 539,600,000 –
• L&T Transportation Infrastructure Limited 15,000,000 –
554,600,000 –
6) Interest expense on unsecured loan
• L&T Infrastructure Development Projects Limited 2,975,838 1,352,756
• L&T Transportation Infrastructure Limited 1,077,041 454,426
4,052,879 1,807,182
7) Receipt of refundable deposit received for directors’ nomination
• L&T Infrastructure Development Projects Limited 100,000 100,000
100,000 100,000
NOTES TO FINANCIAL STATEMENTS (Contd.)
S-3081
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
NOTES TO FINANCIAL STATEMENTS (Contd.)
Particulars 2016-17 2015-16
v v
8) Insurance premium payment
• L&T General Insurance Company Limited – 3,593,783
– 3,593,783
9) Purchase of fixed assets
• L&T Chennai Tada Tollway Limited 1,457,070 –
• PNG Tollways Ltd 1,250,322 –
2,707,392 –
10) Sale of fixed assets
• L&T Sambalpur-Rourkela Tollway Limited – 6,750
– 6,750
11) Defect Liability Recovery
• Larsen & Toubro Limited 39,911,114 –
39,911,114 –
12) Reduction in Scope Receivable
• Larsen & Toubro Limited 309,000,000 –
309,000,000 –
13) Key Managerial Personnel
Payment of Salaries / Perquisites
• V.Durairaj - Manager (appointed effective 1st Oct 2016) 782,919 1,149,100
• Ch. Arvind Krishna - Chief Financial Officer # 632,050 1,004,932
1,414,969 2,154,032
# upto the close of working hours of 23rd July 2016.
## wef. 18th January 2017.
c) Amount due to and due from related parties(net):
(Amount in v)
Particulars Amounts due (to) /
from
Amounts due (to) /
from
As at March 31, 2017 As at March 31, 2016
Ultimate Holding Company
Larsen & Toubro Limited (19,915,469) 128,110,386
Holding Company
L&T Infrastructure Development Projects Limited 59,951,071 582,201,644
Fellow subsidiaries
L&T Chennai Tada Tollway Limited 2,353,963 –
L&T Transportation Infrastructure Limited – 15,408,983
d) Terms and conditions of transactions with related parties
The sales to and purchases from related parties are made on terms equivalent to those that prevail in arm’s length transactions. Outstanding
balances at the year-end are unsecured and interest free and settlement occurs in cash. There have been no guarantees provided or
received for any related party receivables or payables. For the year ended 31 March 2017, the Group has not recorded any impairment
of receivables relating to amounts owed by related parties (31 March 2016: INR Nil, 1 April 2015: Nil). This assessment is undertaken
each financial year through examining the financial position of the related party and the market in which the related party operates.
e) There is no provision for bad and doubtful debts to related parties with regard to outstanding expenses and there is no expense recognized
in respect of bad and doubtful debts due from related parties.
f) Compensation of Key Management personnel of the entity
(Amount in v)
Particulars As at March 31, 2017 As at March 31, 2016
Short term employee benefits 1,414,969 2,154,032
7) Disclosure pursuant to Ind AS 17 “Leases”
The Company has taken certain office premises and residential premises under cancellable operating lease. These agreements are normally
renewed on expiry. Lease rental expenses for the year is v3,18,003/- (previous year: v 1,32,000/-).
S-3082
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
NOTES TO FINANCIAL STATEMENTS (Contd.)
8) Disclosure pursuant to Ind AS 33 “Earnings per share”
Basic and Diluted Earnings per share (EPS) computed in accordance with Ind AS 33 “Earnings per share”.
Particulars 2016-17 2015-16
v v
Basic and Diluted
Profit after tax as per accounts (v) A (253,429,204) 5,959,011
Weighted average number of shares outstanding B 90,000,000 90,000,000
Basic and Diluted EPS (v) A / B –2.82 0.07
Face value per equity share (v) 10.00 10.00
9) Disclosure pursuant to Ind AS 36 “Impairment of Assets”
Based on a review of the future discounted cash flows of the project facility, the recoverable amount is higher than the carrying amount and
hence no provision for impairment is made for the year.
10) Disclosures as per Ind AS 37 - “Provisions, Contingent Liabilities and Contingent assets “
a) Nature of provisions:
The company is required to operate and maintain the project highway during the entire concession period and hand over the project
back to the Authority (NHAI) as per the maintenance standards prescribed in Concession agreement.
For this purpose, a regular maintenance along with periodic maintenances is required to be performed. Normally periodic maintenance
includes resurface of pavements, repairs of structures and other equipments and maintenance of service roads.
As per industry practice, the periodic maintenance is expected to occur after 5-7 years. The maintenance cost / bituminous overlay may
vary based on the actual usage during maintenance period. Accordingly on the grounds of matching cost concept and based on technical
estimates, a provision for major maintenance expenses is reviewed and is provided for in the accounts annually.
b) Movement in provisions: - Major maintenance provision
Particulars 2016-17 2015-16
Opening balance 190,778,870 72,217,930
Additional provision 145,585,530 110,800,000
Utilised –
Unused amounts reversed –
Unwinding of discount and changes in discount rate 19,260,270 7,760,940
Total (Closing balance) 355,624,670 190,778,870
c) Contingent Liabilities :
Disclosure in respect of contingent liabilities is given as part of Note No.F to the Balance Sheet.
11) Disclosure as per Ind AS 1 - “Presentation of Financial Statements”
For the purpose of the company’s capital management, capital includes issued equity capital, convertible preference shares, share premium
and all other equity reserves attributable to the equity holders of the parent. The primary objective of the company’s capital management is
to maximise the shareholder value.
12) First time adoption of Ind AS
These financial statements, for the year ended 31 March 2017, are the first the Company has prepared in accordance with Ind AS. For periods
up to and including the year ended 31 March 2016, the Company prepared its financial statements in accordance with accounting standards
notified under section 133 of the Companies Act 2013, read together with paragraph 7 of the Companies (Accounts) Rules, 2014 (Indian
GAAP).
Accordingly, the Company has prepared financial statements which comply with Ind AS applicable for periods ending on 31 March 2017,
together with the comparative period data as at and for the year ended 31 March 2016, as described in the summary of significant accounting
policies. In preparing these financial statements, the Company’s opening balance sheet was prepared as at 1 April 2015, the Company’s date
of transition to Ind AS. This note explains the principal adjustments made by the Company in restating its Indian GAAP financial statements,
including the balance sheet as at 1 April 2015 and the financial statements as at and for the year ended 31 March 2016.
13 Transitional details
i) Borrowings
Under Indian GAAP, transaction costs incurred in connection with borrowings are amortised over the tenure of the loan / capitalised as
part of toll collection right and amortized over the concession period. Under Ind AS, transaction costs are included in the initial recognition
amount of financial liability and charged to profit or loss / capitalised as part of toll collection right using the effective interest method.
Accordingly borrowings as at 31st March 2015 have been reduced by v 67,36,008/- with consequent decapitalisation from Toll collection
rights.
S-3083
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
NOTES TO FINANCIAL STATEMENTS (Contd.)
ii) Provisions
Under Indian GAAP, the Company has accounted for provisions, including periodic major maintenance provision, at the undiscounted
amount. In contrast, Ind AS 37 requires that where the effect of time value of money is material, the amount of provision should be the
present value of the expenditures expected to be required to settle the obligation. Ind AS 37 also provides that where discounting is
used, the carrying amount of a provision increases in each period to reflect the passage of time. This increase is recognised as borrowing
cost. This led to a decrease in periodic major maintenance provision on 1st April 2015 and 31st March 2016 by v 6,52,82,070/- and v
13,71,21,130/- respectively, which was adjusted against retained earnings and Statement of Profit and Loss for the same amount.
iii) Mezzanine Debt
The Company received interest free loan in the nature of promoters’ contribution from the Holding Company under the Common Loan
Agreement entered with the Project Lenders. As per the terms of the agreement, such interest-free loan was repayable after the lenders
are paid in full, hence it was classified as “Promoters’ Mezzanine Debt” and disclosed under Long term borrowings from related parties.
For transition to IndAS, since the Company does not have an unconditional right to not deliver cash or other financial asset to settle
the obligation, the interest-free Mezzanine debt is fair valued on initial recognition. The difference between the amount received and fair
value on initial recognition is recognised as “Equity Component of Other Financial Instruments” and included as part of “Other equity”.
Consequently, interest free mezzanine debt is reduced by v 42,31,30,019/- by a corresponding adjustment to “Equity Component of Other
Financial Instruments”.
iv) Current investments
Under the previous GAAP, investment in mutual funds were classified as current investments based on the intended holding period.
Current investments were carried at lower of cost and fair value. Under Ind AS, these investments in mutual funds are marked to market
at each reporting date. The difference between the fair value and the carrying amount is recognized in the statement of profit and loss.
The amount recognized in retained earnings as on 31st March 2015 is v 8,732 and the amount recognized in the Statement of profit and
loss as on 31st March 2016 is v 3,60,747/-.
14) Financial Instruments
Disclosure of Financial Instruments by Category
Financial instruments by categories
Note
no.
31.03.2017 31.03.2016 01.04.2015
FVTPL FVTOCI Amortized cost FVTPL FVTOCI Amortized cost FVTPL FVTOCI Amortized cost
Financial asset
Loans & advances 5 – – 339,772 – – 266,022 – – 566,022
Investments 7 12,408,412.00 – – 48,384,546.00 – – 16,253,729 – –
Cash and cash equivalents 8 – – 17,364,875 – – 10,871,427 – – 17,485,630
Others 5 46,413,820
Total Financial Asset 12,408,412.00 – 64,118,467 48,384,546 – 11,137,449 16,253,729 – 18,051,652
Financial liability
Term Loan from Banks & others 11 – – 7,677,551,627 – – 7,379,834,414 – – 7,497,552,895
Loans from related parties 11 – – 40,100,000 – – 227,440,167 – – 165,438,748
Revenue Share Payable to NHAI 12 – – 15,173,988 – – 13,775,311 – – 11,408,867
Other Current Financial Liabilities 12 19,645,925 139,910,767 141,561,813
Trade Payables 15 – – 28,224,789 – – 3,511,389 – – 17,469,847
Total Financial Liabilities – – 7,780,696,329 – – 7,764,472,048 – – 7,833,432,170
Default and breaches
There are no defaults with respect to payment of principal interest, sinking fund or redemption terms and no breaches of the terms and
conditions of the loan.
There are no breaches during the year which permitted lender to demand accelerated payment.
S-3084
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
NOTES TO FINANCIAL STATEMENTS (Contd.)
15) Fair value of Financial asset and liabilities at amortized cost
Particular Note
no.
As at March 31, 2017 As at March 31, 2016 As at April 01, 2015
Carrying amount
Fair value Carrying amount Fair value Carrying amount Fair value
Financial Assets
Loans & advances 5 339,772 339,772 266,022 266,022 566,022 566,022
Cash and cash equivalents 8 17,364,875 17,364,875 10,871,427 10,871,427 17,485,630 17,485,630
Others 5 46,413,820 46,413,820 – – – –
Total Financial Assets 64,118,467 64,118,467 11,137,449 11,137,449 18,051,652 18,051,652
Financial liability
Term Loan from Banks & others 11 7,677,551,627 7,677,551,627 7,379,834,414 7,379,834,414 7,497,552,895 7,497,552,895
Loans from related parties 11 40,100,000 40,100,000 227,440,167 227,440,167 165,438,748 165,438,748
Revenue Share Payable to NHAI 12 15,173,988 15,173,988 13,775,311 13,775,311 11,408,867 11,408,867
Other Current Financial Liabilities 12 19,645,925 19,645,925 139,910,767 139,910,767 141,561,813 141,561,813
Trade Payables 15 28,224,789 28,224,789 3,511,389 3,511,389 17,469,847 17,469,847
Total Financial Liabilities 7,780,696,329 7,780,696,329 7,764,472,048 7,764,472,048 7,833,432,170 7,833,432,170
The carrying amount of current financial assets and current trade and other payables measured at amortised cost are considered to be the
same as their fair values, due to their short term nature.
The carrying amount of Security Deposit measured at amortized cost is considered to be the same as its fair value due to its insignificant value.
The carrying value of Rupee Term Loan and Loan from Related Party approximate fair value as the instruments are at prevailing market rate.
The carrying value of Revenue Share Payable to NHAI reasonably approximates its fair value, hence their carrying value is considered to be
same as their fair value.
Refer Note H(17) for information on Financial Asset pledged as security
16) Fair Value Measurement
Fair Value Measurement of Financial asset and Financial liabilities
Fair value hierarchy
As at March 31, 2017
Financial Asset & Liabilities Measured at FV - Recurring FVM Note No. Level 1 Level 2 Level 3 Total
Financial asset measured at FVTPL
Investments in Mutual Funds 7 12,408,412 – – 12,408,412
Total of Financial Assets 12,408,412 – – 12,408,412
Financial Asset & Liabilities Measured at Amortized cost for which fair
values are to be disclosed
Note No. Level 1 Level 2 Level 3 Total
Financial Assets
Loans & advances 5 – 339,772 – 339,772
Total of Financial Assets – 339,772 – 339,772
Financial Liabilities
Term Loan from Banks 11 – 7,677,551,627 – 7,677,551,627
Loans from related parties 11 – 40,100,000 – 40,100,000
Revenue Share Payable to NHAI (Including Interest) 12 – 15,173,988 – 15,173,988
Other Current Financial Liabilities 12 – 19,645,925 – 19,645,925
Trade Payables 15 – 28,224,789 – 28,224,789
Total Financial liabilities – 7,780,696,329 – 7,780,696,329
As at March 31, 2016
Financial Asset & Liabilities Measured at FV - Recurring FVM Note No. Level 1 Level 2 Level 3 Total
Financial asset measured at FVTPL
Investments in Mutual Funds 7 48,384,546 – – 48,384,546
Total of Financial Assets 48,384,546 – – 48,384,546
S-3085
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
NOTES TO FINANCIAL STATEMENTS (Contd.)
Financial Asset & Liabilities Measured at Amortized cost for which fair
values are to be disclosed
Note No. Level 1 Level 2 Level 3 Total
Financial Assets
Loans & advances 5 – 266,022 – 266,022
Total Financial Assets – 266,022 – 266,022
Financial Liabilities
Term Loan from Banks 11 – 7,379,834,414 – 7,379,834,414
Loans from related parties 11 – 227,440,167 – 227,440,167
Revenue Share Payable to NHAI (Including Interest) 12 – 13,775,311 – 13,775,311
Other Current Financial Liabilities 12 – 139,910,767 – 139,910,767
Trade Payables 15 – 3,511,389 – 3,511,389
Total Financial Liabilities – 7,764,472,048 – 7,764,472,048
As at April 1, 2015
Financial Asset & Liabilities Measured at FV - Recurring FVM Note No. Level 1 Level 2 Level 3 Total
Financial asset measured at FVTPL
Investments in Mutual Funds 7 16,253,729 – – 16,253,729
Total of Financial Assets 16,253,729 – – 16,253,729
Financial Asset & Liabilities Measured at Amortized cost for which fair
values are to be disclosed
Note No. Level 1 Level 2 Level 3 Total
Financial Assets
Loans & advances 5 – 566,022 – 566,022
Total of Financial Assets – 566,022 – 566,022
Financial Liabilities
Term Loan from Banks 11 – 7,497,552,895 – 7,497,552,895
Loans from related parties 11 – 165,438,748 – 165,438,748
Revenue Share Payable to NHAI 12 – 11,408,867 – 11,408,867
Other Current Financial Liabilities 12 – 141,561,813 – 141,561,813
Trade Payables 15 – 17,469,847 – 17,469,847
Total of Financial Liabilities – 7,833,432,170 – 7,833,432,170
There are no transfer between level 1 and level 2 during the year
The company policy is to recognise transfers into and transfer out of fair values hierarchy levels as at the end of the reporting period.
Valuation technique and inputs used to determine fair value
Financial assets and liabilities Valuation method Inputs
Financial assets
Investment in Mutual Funds Market Approach NAV
Security deposit & other loans and advances Income Cash flow
Financial liabilities
Term Loan from Banks Income Effective rate of borrowing
Loans from Related parties Income Effective rate of borrowing
Revenue Share Payable to NHAI (Including Interest) Income Cash flow
Other financial liabilities Income Cash flow
S-3086
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
NOTES TO FINANCIAL STATEMENTS (Contd.)
17 Asset pledged as security
Particulars Note no 31.03.2017 31.03.2016 01.04.2015
Non Financial Asset
Property, Plant & Equipment 1 12,172,970 14,495,983 17,621,562
Other Financial Asset 5 89,000 84,000 84,000
Financial Asset
Cash and Cash Equivalents 8 17,364,875 10,871,427 17,485,630
Investments In Mutual Fund 7 12,408,412 48,384,546 16,253,729
Other Financial Asset 6 46,664,592 182,022 482,022
TOTAL 88,699,849 74,017,978 51,926,943
18 Financial Risk Management
The company’s activities expose it to variety of financial risks : market risk, credit risk and liquidity risk. The company’s focus is to foresee
the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance. The Board of Directors
has overall responsibility for the establishment and oversight of the Company’s risk management framework. The Board of Directors has
established a risk management policy to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls, and
to monitor risks and adherence to limits. Risk management systems are reviewed periodically to reflect changes in market conditions and the
Company’s activities. The Board of Directors oversee compliance with the Company’s risk management policies and procedures, and reviews
the risk management framework.
Market risk
The market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices.
Market risk comprises three types of risk: currency risk, interest rate risk and other price risk.
i Foreign Currency Risk
Foreign currency risk is the risk that fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign
exchange rate.
The company is not exposed to foreign currency risk as it has no borrowing in foreign currency.
ii Interest rate risk
Interest rate risk is the risk that fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest
rates.
The Interest risk arises to the company mainly from Long term borrowings with variable rates. The company measures risk through
sensitivity analysis.
Currently, Lending by Commercial Banks is at variable rate only, which is the inherent business risk.
The company’s exposure to interest rate risk due to variable interest rate borrowings is as follows:
Particulars 31.03.2017 31.03.2016 01.04.2015
Senior Debt from Banks - Variable rate borrowings 7,677,551,627 7,379,834,414 7,497,552,895
Sensitivity analysis based on average outstanding Senior Debt
Interest Rate Risk Analysis Impact on profit/ loss after tax
FY 2016-17 FY 2015-16
Increase or decrease in interest rate by by 25 basis point 18,821,733 18,596,734
Note: Profit will increase in case of decrease in interest rate and vice versa
iii Price risk
Price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices
(other than those arising from interest rate risk or currency risk).
The company measures risk through sensitivity analysis.
The company’s risk management policy is to mitigate the risk by investments in diversified mutual funds.
The company’s exposure to price risk due to investments in mutual fund is as follows:
Particulars Note No. 31.03.2017 31.03.2016 01.04.2015
Investments in Mutual Funds 7 12,408,412 48,384,546 16,253,729
Sensitivity Analysis
S-3087
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
NOTES TO FINANCIAL STATEMENTS (Contd.)
Impact on profit/ loss after tax
31.03.2017 31.03.2016
Increase or decrease in NAV by 2% 248,168 967,691
Note - In case of decrease in NAV profit will reduce and vice versa.
iv Liquidity risk
Liquidity risk is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities that are settled by
delivering cash or another financial assets.
The company is exposed to liquidity risk due to bank borrowings and trade and other payables.
The company measures risk by forecasting cash flows.
The Company’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its
liabilities when due without incurring unacceptable losses or risking damage to the Company’s reputation. The Company ensures that it
has sufficient fund to meet expected operational expenses, servicing of financial obligations.
The following are the contractual maturities of financial liabilities
As at March 31, 2017 Carrying Amount upto 1 year 1 - 2 years 2 - 5 years > 5 years
Non Derivative Financial Liability
Senior Debt from Banks 7,677,551,627 154,516,580 154,516,580 849,841,180 6,518,677,287
Trade Payables 28,224,789 28,224,789 – – –
Other financial liabilities 34,819,913 34,819,913 – – –
Derivative Financial Liability – – – – –
As at March 31, 2016 Carrying Amount upto 1 year 1 - 2 years 2 - 5 years > 5 years
Non Derivative Financial Liability
Senior Debt from Banks 7,379,834,414 217,920,000 890,520,000 2,281,200,000 3,990,194,414
Trade Payables 3,511,389 3,511,389 – – –
Other financial liabilities 153,686,078 153,686,078 – – –
Derivative Financial Liability – – – – –
As at April 01, 2015 Carrying Amount upto 1 year 1 - 2 years 2 - 5 years > 5 years
Non Derivative Financial Liability
Senior Debt from Banks 7,497,552,895 118,700,000 593,700,000 1,891,320,000 4,893,832,895
Trade Payables 17,469,847 17,469,847 – – –
Other financial liabilities 152,970,680 152,970,680 – – –
Derivative Financial Liability – – – – –
v Credit risk
Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an
obligation.
The company generally does not have trade receivables as collection of toll income coincide as and when the traffic passes through
toll - plazas. The company has other receivables primarily from government authority i.e. NHAI. Hence, the management believes that
the company is not exposed to any credit risk.
19 Disclosure pursuant to Appendix - A to Ind AS 11 - “ Service Concession Arrangements”
19.1 Description and classification of the arrangement
The Company has entered into Concession Agreement (‘CA’) with National Highways Authority of India dated May 13, 2010 for six laning
of Krishnagiri-Walajapet section of NH-46 from km 0.00 to km 148.30 in the state of Tamilnadu under NHDP phase V as BOT (Toll) on DBFO
pattern. The Concession Period is of 30. The Company obtained provisional completion certificate on 16th Feb 2016 from the NHAI. As per
the CA, the company is entitled to charge users of the public service, hence the service arrangement has been classified as Intangible Asset.
19.2 Significant Terms of the arrangements
19.2.1 Revision of Fees:
Fees shall be revised annually on April 01 subject to the provisions Article 27.2 of the Concession Agreement.
19.2.2 Concession Fee, Other Fees and Excess Revenue Sharing:
As per Article 26 of the Concession Agreement, the company is liable to pay Concession Fee Re 1 every year. The company is also liable of
payment of Additional Concession Fee at the rate of 9.01% of total realisable fee. The rate of additional concession fee increases by 1% for
each subsequent period of concession.
S-3088
L&T KRISHNAGIRI WALAJAHPET TOLLWAY LIMITED
NOTES TO FINANCIAL STATEMENTS (Contd.)
19.3 Rights of the Company for use Project Highway
a To demand, collect and appropriate, Fee from vehicles and persons liable for payment of Fee for using the Project Highway or any part
thereof and refuse entry of any vehicle if the Fee due is not paid.
b Right of Way, access and licence to the Site.
19.4 Obligation of the Company
a The company shall not assign, transfer or sublet or create any lien or Encumbrance on the CA or the Concession granted or on the whole
or any part of the Project Highway nor transfer, lease or part possession thereof, save and except as expressly permitted by CA or the
Substitution Agreement.
b The company is under obligation to carry out the routine and periodic maintenance of Project Highway as per Schedule K of the CA.
19.5 Details of any assets to be given or taken at the end of concession period
At the end of the Concession period the company shall deliver the actual or constructive possession of the Project Highway, free and clear
of all encumbrances.
19.6 Details of Termination
CA can be terminated on account of default of the company or NHAI in the circumstances as specified under Article 37 of the CA.
20 Specified bank notes
Details of Specified Bank Notes held and transacted during the period 08/11/2016 to 30/12/2016 provided in the table given below:
Particulars SBNs Other Denomination notes Total
Closing Cash in hand as on 08/11/2016 322,000 3,678,000 4,000,000
(+) Permitted receipts 10,785,000 77,354,261 88,139,261
(-) Amount deposited in Banks 11,107,000 73,678,771 84,785,771
Closing cash in hand as on 30/12/2016 – 7,353,490 7,353,490
I. SIGNIFICANT ACCOUNTING POLICIES
This note provides a list of the significant accounting policies adopted in the preparation of these financial statements. These policies have
been consistently applied to all the years presented, unless otherwise stated.
1 Basis of preparation
(a) Compliance with IndAS
The Company’s financial statements comply in all material respects with Indian Accounting Standards (Ind AS) notified under section
133 of the Companies Act, 2013 (the Act) [Companies (Indian Accounting Standards) Rules, 2015] and other relevant provisions of the
Act.
The financial statements upto to the year ended 31 March 2016 were prepared in accordance with the accounting standards notified
under the Companies (Accounting Standard) Rules, 2006 as amended and other relevant provisions of the Act.
These financial statements are the first financial statements of the Company under IndAS. Refer H (12) and H (13) for an explanation on
how the transition from previous GAAP to IndAS has affected the Company’s financial position, financial performance and cash flows.
(b) Basis of measurement
The financial statements have been prepared on a historical cost basis, except for the following items
Items Measurement basis
Certain financial assets and liabilities Fair value
Net defined benefit (asset)/liability Fair value of plan assets less present value of defined benefit obligations
Assets held for sale fair value less costs to sell
(c) Use of estimates and judgements
The preparation of these financial statements in conformity with IndAS requires the management to make estimates and assumptions
considered in the reported amounts of assets, liabilities (including contingent liabilities), income and expenses. The Management believes
that the estimates used in preparation of the financial statements are prudent and reasonable. Actual results could differ due to these
estimates and the differences between the actual results and the estimates are recognised in the periods in which the results are known
/ materialize. Estimates include the useful lives of property plant and equipment and intangible fixed assets, allowance for doubtful debts/
advances, future obligations in respect of retirement benefit plans, provisions for resurfacing obligations, fair value measurement etc.
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NOTES TO FINANCIAL STATEMENTS (Contd.)
(d) Measurement of fair values
A number of the accounting policies and disclosures require the measurement of fair values for both financial and non-financial assets
and liabilities. Fair value measurements are categorized into Level 1, 2 or 3 based on the degree to which the inputs to the fair value
measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as
follows:
• Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that entity can access at measurement
date
• Level 2 inputs other than quoted prices included in Level 1, that are observable for the asset or liability, either directly (as prices) or
indirectly (derived from prices); and
• Level 3 inputs for the asset or liability that are not based on observable market data (unobservable inputs).
2 Presentation of financial statements
The Balance Sheet and the Statement of Profit and Loss are prepared and presented in the format prescribed in Schedule III to the Companies
Act, 2013 (“the Act”). The Cash Flow Statement has been prepared and presented as per the requirements of Ind AS 7 “Statement of Cash
Flows”. The disclosure requirements with respect to items in the Balance Sheet and Statement of Profit and Loss, as prescribed in Schedule
III to the Act, are presented by way of notes forming part of accounts along with the other notes required to be disclosed under the notified
Accounting Standards and the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015.
Amounts in the financial statements are presented in Indian Rupees rounded off to nearest rupee in line with the requirements of Schedule III.
Per share data are presented in Indian Rupees to two decimal places.
3 Revenue recognition
Revenue is measured at the fair value of the consideration received or receivable.
The Company recognises revenue when the amount of revenue can be reliably measured, it is probable that the future economic benefits
would flow to the entity and specific criteria have been met for each of the activities described below. The Company bases its estimates on
historical results, taking into consideration the type of customer, type of transaction and specifics of the arrangement.
a) Toll collections from the users of the infrastructure facility constructed by the Company under the Service Concession Arrangement is
accounted for based on actual collection, net of revenue share payable under the Concession agreement wherever applicable. Revenue
from sale of smart cards is accounted on cash basis.
b) Interest income is recognised on a time proportion basis taking into account the amount outstanding and the applicable rate.
c) License fees for way-side amenities are accounted on accrual basis.
d) Fair value gains on current investments carried at fair value are included in Other income.
e) Other items of income are recognised as and when the right to receive arises.
4 Cash and bank balances
Cash and bank balances also include fixed deposits, margin money deposits, earmarked balances with banks and other bank balances which
have restrictions on repatriation. Short term highly liquid investments being not free from more than insignificant risk of change are not included
as part of cash and cash equivalents. Bank overdrafts which are part of the cash management process is included as part of cash and cash
equivalents.
5 Cash flow statement
Cash flow statement is prepared segregating the cash flows from operating, investing and financing activities. Cash flow from operating
activities is reported using indirect method. Under the indirect method, the net profit/(loss) is adjusted for the effects of:
(a) transactions of a non-cash nature;
(b) any deferrals or accruals of past or future operating cash receipts or payments and,
(c) all other items of income or expense associated with investing or financing cash flows.
The cash flows from operating, investing and financing activities of the Company are segregated based on the available information. Cash
and cash equivalents (including bank balances) are reflected as such in the Cash Flow Statement. Those cash and cash equivalents which
are not available for general use as on the date of Balance Sheet are also included under this category with a specific disclosure.”
6 Property, plant and equipment (PPE)
Freehold land is carried as historical cost. All other items of property, plant and equipment are stated at historical cost less accumulated
depreciation and cumulative impairment. Historical cost includes expenditure that is directly attributable to acquisition of the items. Land
acquired under long term lease is classified as “Property, Plant and equipment” and is depreciated over the period of lease.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable
that the future economic benefits associated with the item will flow to the entity and the cost of the item can be measured reliably. Properties
in the course for production, supply or administrative purposes are carried at cost, less any recognised impairment loss. Cost includes
expenditure that is directly attributable and for qualifying assets, borrowing costs capitalised in accordance with the Company’s accounting
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NOTES TO FINANCIAL STATEMENTS (Contd.)
policy. Such properties are classified to the appropriate categories of property, plant and equipment when completed and ready for intended
use. Depreciation of these assets, on the same basis as other property assets, commences when the assets are ready for their intended use.
Depreciation is recognised so as to write off the cost of assets (other than freehold land and assets under construction) less their residual
values over their useful lives using the straight-line method. The estimated useful lives and residual values are reviewed at the end of each
year, with the effect of any changes in estimate accounted for on a prospective basis.
The estimated useful lives of the assets as per management evaluation are as follows:
Category of Property, plant and equipment Estimated useful life (in years)
Buildings including ownership flats 50
Plant and equipment:
DG Sets 12
Air-conditioning and refrigeration equipment 12
Split AC and Window AC 4
Furniture and fixtures 10
Vehicles:
Motor cars (other than those under the Company owned car scheme) 7
Motor cars (Company owned car scheme) 5
Motor cycles, scooters and other mopeds 10
Tractors and other vehicles 8
Office equipment:
Multifunctional devices, printers, switches and projectors 4
Other office equipments 5
Computers:
Servers and systems 6
Desktops, laptops, etc, 3
Electrical installations 10
Toll Equipment 7
An item of property, plant and equipment is derecognised upon disposal. Any gain or loss arising on the disposal of an item of property plant
and equipment is determined as the difference between the sale proceeds and the carrying amount of the asset and is recognised in the
statement or profit and loss.
For transition to IndAS, the Company has elected to continue with the carrying value of all its property, plant and equipment recognised as of
April 01, 2015 (transition date) measured as per the previous GAAP and use that carrying value as its deemed cost on the transition date.
Depreciation charge for impaired assets is adjusted in future periods in such a manner that the revised carrying amount of the asset is allocated
over its remaining useful life.
7 Amortisation of intangible assets
Toll collection rights in respect of road projects are amortized over the period of concession using the revenue based amortisation method
prescribed under Schedule II to the Companies Act, 2013. Under the revenue based method, amortisation is provided based on proportion of
actual revenue earned till the end of the year to the total projected revenue from the intangible asset expected to be earned over the concession
period. Total projected revenue is reviewed at the end of each financial year and is adjusted to reflect the changes in earlier estimate vis-a-vis
the actual revenue earned till the end of the year so that the whole of the cost of the intangible asset is amortised over the concession period.
For transition to IndAS, the Company has availed the option to continue with the revenue based amortization method prescribed under Schedule
II to the Companies Act, 2013 for toll collection rights recognised under service concession arrangements recognised for the period ending
immediately before the beginning of the first IndAS reporting period as per the previous GAAP.
8 Exceptional items
On certain occasions, the size, type or incidence of an item of income or expense is such that its disclosure improves an understanding of the
performance of the Company. Such income or expense is classified as an exceptional item and accordingly disclosed in the notes to accounts.
9 Intangible assets
a) Rights under Service Concession Arrangements
Intangible assets are recognised when it is probable that future economic benefits that are attributable to the asset will flow to the enterprise
and the cost of the asset can be measured reliably. Intangible assets are stated at original cost net of tax/duty credits availed, if any, less
accumulated amortisation and cumulative impairment.
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NOTES TO FINANCIAL STATEMENTS (Contd.)
Toll Projects (Right to charge users)
Toll collection rights obtained in consideration for rendering construction services, represent the right to collect toll revenue during the
concession period in respect of Build-Operate-Transfer (“BOT”) project undertaken by the Company. Toll collection rights are capitalized
as intangible assets upon completion of the project at the cumulative construction costs plus the present value of obligation towards
negative grants and additional concession fee payable to National Highways Authority of India (“NHAI”)/State authorities, if any. Till the
completion of the project, the same is recognised under intangible assets under development. The revenue from toll collection/other
income during the construction period is reduced from the carrying amount of intangible assets under development.
The cost incurred for work beyond the original scope per Concession agreement (normally referred as “Change of Scope”) is capitalized
as intangible asset under development as and when incurred. Reimbursement in respect of such amounts from NHAI/State authorities
are reduced from the carrying amount intangible assets to the extent of actual receipts.
Extension of concession period by the authority in compensation of claims made are capitalised as part of Toll Collection Rights at the
time of admission of the claim or when there is a contractual right to extension at the estimated amount of claims admitted or computed
based on average collections whichever is more evident.
Pre-operative expenses including administrative and other general overhead expenses that are directly attributable to the development
or acquisition of intangible assets are allocated and capitalized as part of cost of the intangible assets.
b) Other intangible assets
Specialized software is amortized over a period of three to six years on straight line basis from the month in which the addition is made.
Amortisation on impaired assets is provided by adjusting the amortisation charge in the remaining periods so as to allocate the assets’
revised carrying amount over its remaining useful life.
10 Foreign currency transactions and translations
a) Transactions in foreign currencies entered into by the Company are accounted at the exchange rates prevailing on the date of the
transaction or at rates that closely approximate the rate at the date of the transaction.
b) Exchange differences that arise on settlement of monetary items or on reporting of monetary items at each Balance Sheet date at the
closing rate are :
(i) adjusted in the cost of fixed assets specifically financed by the borrowings contracted, to which the exchange differences relate.
c) Exchange differences arising on settlement / restatement of short-term foreign currency monetary assets and liabilities of the Company
are recognised as income or expense in the Statement of Profit and Loss.
11 Investments
Investments, which are readily realizable and are intended to be held for not more than one year, are classified as current investments. All
other investments are classified as long term investments.
12 Employee benefits
Employee benefits include provident fund, superannuation fund, employee state insurance scheme, gratuity fund, compensated absences,
long service awards and post-employment medical benefits.
(i) Short term employee benefits
All employee benefits falling due wholly within twelve months of rendering the service are classified as short term employee benefits.
The benefits like salaries, wages, short term compensated absences etc. and the expected cost of bonus, ex-gratia are recognised in
the period in which the employee renders the related service.
The undiscounted amount of short-term employee benefits expected to be paid in exchange for the services rendered by employees are
recognised during the year when the employees render the service. These benefits include performance incentive and compensated
absences which are expected to occur within twelve months after the end of the period in which the employee renders the related service.
The cost of short-term compensated absences is accounted as under :
(a) in case of accumulated compensated absences, when employees render the services that increase their entitlement of future
compensated absences; and
(b) in case of non-accumulating compensated absences, when the absences occur.
(ii) Post employment benefits
(a) Defined contribution plans:
The State governed provident fund linked with employee pension scheme are defined contribution plans. The contribution paid/
payable under the scheme is recognised during the period in which the employee renders the related service.
(b) Defined benefit plans:
The employees’ gratuity fund scheme are the defined benefit plans. The present value of the obligation under such defined benefit
plans is determined based on actuarial valuation using the Projected Unit Credit Method, which recognizes each period of service
as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.
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NOTES TO FINANCIAL STATEMENTS (Contd.)
The obligation is measured at the present value of the estimated future cash flows. The discount rate used for determining the
present value of the obligation under defined benefit plans, is based on the market yield on government securities of a maturity
period equivalent to the weighted average maturity profile of the related obligations at the Balance Sheet date. Actuarial gains and
losses are recognised immediately in the Statement of Profit and Loss.
Remeasurement, comprising actuarial gains and losses, the return on plan assets (excluding net interest) and any change in the
effect of asset ceiling (if applicable) are recognised in other comprehensive income and is reflected immediately in retained earnings
and is not reclassified to profit & loss.
The interest element in the actuarial valuation of defined benefit plans, which comprises the implicit interest cost and the impact of
changes in discount rate, is classified under finance cost. The balance charge is recognised as employee benefit expenses in the
Statement of Profit and Loss.
In case of funded plans, the fair value of the plan assets is reduced from the gross obligation under the defined benefit plans to
recognise the obligation on a net basis.
Gains or losses on the curtailment or settlement of any defined benefit plan are recognised when the curtailment or settlement occurs.
Past service cost is recognised as expense at the earlier of the plan amendment or curtailment and when the Company recognises
related restructuring costs or termination benefits.
(iii) Other long term employee benefits:
The obligation for other long term employee benefits such as long term compensated absences, liability on account of Retention Pay
Scheme are recognised in the same manner as in the case of defined benefit plans as mentioned in (ii)(b) above.
(iv) Termination benefits
Termination benefits such as compensation under Voluntary Retirement cum Pension Scheme are recognised as expense and a liability is
recognised at the earlier of when the Company can no longer withdraw the offer of the termination benefit and when the entity recognises
any related restructuring costs.
13 Borrowing costs
Borrowing costs include interest calculated using the effective interest method, amortisation of ancillary costs incurred and exchange differences
arising from foreign currency borrowings to the extent they are regarded as an adjustment to the interest cost. Costs in connection with the
borrowing of funds to the extent not directly related to the acquisition of qualifying assets are charged to Statement of Profit and Loss over the
tenure of the loan. Borrowing costs, allocated to and utilized for acquisition, construction or production of qualifying assets, pertaining to the
period from commencement of activities relating to construction / development of the qualifying asset up to the date of capitalization of such
asset are added to the cost of the assets. Capitalization of borrowing costs is suspended and charged to Statement of Profit and Loss during
extended periods when active development activity on the qualifying assets is interrupted.
14 Leases
The determination of whether an agreement is, or contains, a lease is based on the substance of the agreement at the date of inception.
Finance leases:
(a) Property, plant and equipment acquired under leases where the Company has substantially all the risks and rewards of ownership are
classified as finance leases. Finance leases are capitalised at the inception of the lease at the lower of the fair value or the present value
of minimum lease payments and a liability is created for an equivalent amount. Each lease rental paid is allocated between the liability
and the interest cost, so as to obtain a constant periodic rate of interest on the outstanding liability for each period.
(b) Property, plant and equipment given under a finance lease are recognised as a receivable at an amount equal to the net investment in
the lease. Lease income is recognised over the period of the lease so as to yield a constant rate of return on the net investment in the
lease.
Operating leases:
(a) Property, plant and equipment acquired on leases where a significant portion of the risks and rewards of ownership are retained by the
lessor are classified as operating leases. Lease rentals are charged to the Statement of Profit and Loss on a straight line basis over the
term of the relevant lease.
(b) Property, plant and equipment leased out under operating leases are continued to be capitalised by the Company. Rental income is
recognised on a straight-line basis over the term of the relevant lease.
15 Earnings per share
Basic earnings per share is computed by dividing the profit / (loss) for the year by the weighted average number of equity shares outstanding
during the year. Diluted earnings per share is computed by dividing the profit / (loss) for the year as adjusted for dividend, interest and other
charges to expense or income (net of any attributable taxes) relating to the dilutive potential equity shares, by the weighted average number
of equity shares considered for deriving basic earnings per share and the weighted average number of equity shares which could have been
issued on the conversion of all dilutive potential equity shares. Potential equity shares are deemed to be dilutive only if their conversion to
equity shares would decrease the net profit per share from continuing ordinary operations. Potential dilutive equity shares are deemed to be
converted as at the beginning of the period, unless they have been issued at a later date. The dilutive potential equity shares are adjusted
for the proceeds receivable had the shares been actually issued at fair value (i.e. average market value of the outstanding shares). Dilutive
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NOTES TO FINANCIAL STATEMENTS (Contd.)
potential equity shares are determined independently for each period presented. The number of equity shares and potentially dilutive equity
shares are adjusted for share splits / reverse share splits and bonus shares, as appropriate.
16 Income taxes
The income tax expense or credit for the year is the tax payable on current year’s taxable income based on the applicable income tax rate
adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and to unused tax losses. The current income
tax charge is calculated on the basis of tax laws enacted or substantively enacted at the end of the reporting period. Management periodically
evaluates, positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation and provisions
are established where appropriate on the basis of amounts expected to be paid to the tax authorities.
Minimum Alternate Tax (MAT) paid in accordance with the tax laws, which gives future economic benefits in the form of adjustment to future
income tax liability, is considered as an asset if there is convincing evidence that the entity will pay normal income tax. Accordingly, MAT is
recognised as an asset when it is highly probable that future economic benefit associated with it will flow to the entity.
Deferred income tax is provided in full, on temporary differences arising between the tax bases of assets and liabilities and their carrying
amounts in the financial statements. However deferred income tax is not accounted if it arises from the initial recognition of an asset or liability
that at the time of the transaction affects neither the accounting profit nor taxable profit (tax loss). Deferred income tax is determined using
tax rates and laws that have been enacted or substantively enacted by the end of the reporting period and are expected to apply when the
related deferred income tax asset/liability is realised or settled.
Deferred tax assets are recognised for all deductible temporary differences and unused tax losses only if it is probable that future taxable
amounts will be available to utilise those temporary differences and losses.
Deferred tax assets and deferred tax liabilities are offset, when the entity has a legally enforceable right to offset current tax assets and liabilities
and when the deferred tax balances related to the same authority.
Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income
or directly in equity wherein the related tax is also recognised in other comprehensive income or directly in equity.
17 Impairment of assets
The carrying values of assets / cash generating units at each balance sheet date are reviewed for impairment if any indication of impairment
exists. The following intangible assets are tested for impairment each financial year even if there is no indication that the asset is impaired:
(a) an intangible asset that is not yet available for use; and (b) an intangible asset that is amortized over a period exceeding ten years from
the date when the asset is available for use.
If the carrying amount of the assets exceed the estimated recoverable amount, an impairment is recognised for such excess amount. The
impairment loss is recognised as an expense in the Statement of Profit and Loss, unless the asset is carried at revalued amount, in which case
any impairment loss of the revalued asset is treated as a revaluation decrease to the extent a revaluation reserve is available for that asset.
The recoverable amount is the higher of the fair value less costs of disposal and its value in use. In assessing value in use, the estimated future
cash flows are discounted to their present value using a pre-tax discount rate that reflects the current market assessments of the time value
of money and the risks specific to the asset for which the estimated future cash flows have not been adjusted.
When there is indication that an impairment loss recognised for an asset (other than a revalued asset) in earlier accounting periods no longer
exists or may have decreased, such reversal of impairment loss is recognised in the Statement of Profit and Loss, to the extent the amount
was previously charged to the Statement of Profit and Loss. In case of revalued assets such reversal is not recognised.
18 Provisions, contingent liabilities and contingent assets
A provision is recognised when the Company has a present obligation (legal or constructive) as a result of past events and it is probable that
an outflow of resources will be required to settle the obligation in respect of which a reliable estimate can be made.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the end of the
reporting period, taking into account the risks and uncertainties surrounding the obligation. When a provision is measured using the cash
flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value
of money is material)
When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is
recognsied as an asset if it is virtually certain that the reimbursement will be received and the amount of the receivable can be measured
reliably.
Contingent liabilities are disclosed in notes in case of a present obligation arising from past events, when it is not probable that an outflow
of resources will be required to settle the obligation or a present obligation arising from past events, when no reliable estimate is possible .
Contingent assets are disclosed in the financial statements where an inflow of economic benefits are probable.
19 Financial Instruments
Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instruments.
Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or
issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added
to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly
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NOTES TO FINANCIAL STATEMENTS (Contd.)
attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately in profit or
loss.
a) Financial Assets
All recognised financial assets are subsequently measured in their entirety at either amortised cost or fair value, depending on the
classification of the financial assets
Investments in debt instruments that meet the following conditions are subsequently measured at amortised cost (unless the same are
designated as fair value through profit or loss (FVTPL)):
• The asset is held within a business model whose objective is to hold assets in order to collect contractual cash flows; and
• The contractual terms of instrument give rise on specified dates to cash flows that are solely payments of principal and interest on
the principal amount outstanding.
Debt instruments that meet the following conditions are subsequently measured at fair value through other comprehensive income (unless
the same are designated as fair value through profit or loss)
• The asset is held within a business model whose objective is achieved both by collecting contractual cash flows and selling financial
assets; and
• The contractual terms of instrument give rise on specified dates to cash flows that are solely payments of principal and interest on
the principal amount outstanding.
Debt instruments at FVTPL is a residual category for debt instruments and all changes are recognised in profit or loss.
Investments in equity instruments are classified as FVTPL, unless the Company irrevocably elects on initial recognition to present
subsequent changes in fair value in OCI for equity instruments which are not held for trading.
Interest income, dividend income and exchange difference (on debt instrument) on FVTOCI debt instruments is recognised in profit or
loss and other changes in fair value are recognised in OCI and accumulated in other equity. On disposal of debt instruments FVTOCI
the cumulative gain or loss previously accumulated in other equity is reclassified to profit & loss. However in case of equity instruments
at FVTOCI cumulative gain or loss is not reclassified to profit & loss on disposal of investments.
A financial asset is primarily derecognised when:
i. the rights to receive cash flows from the asset have expired, or
ii. the group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows
in full without material delay to a third party under a pass-through arrangement; and with a)the group has transferred substantially
all the risks and rewards of the asset, or b) the group has neither transferred nor retained substantially all the risks and rewards of
the asset, but has transferred control of the asset.
Impairment of financial assets: The Company applies the expected credit loss model for recognising impairment loss on financial assets
measured at amortised cost, debt instruments at FVTOCI, lease receivables, trade receivables and other contractual rights to receive
cash or other financial asset and financial guarantees not designated as at FVTPL. For the purpose of measuring expected credit loss
allowance for businesses other than financial services for trade receivables, the Company has used a provision matrix which takes into
account historical credit loss experience and adjusted for forward looking information as permitted under Ind AS 109.
b) Financial Liabilities
Financial liabilities are classified at initial recognition, as financial liabilities as fair value through profit or loss, loans and borrowings,
payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. All financial liabilities are recognised
initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs.
Loans and borrowings are subsequently measured at amortised costs using Effective Interest Rate method.
Financial liabilities at fair value through profit or loss (FVTPL) are subsequently measured at fair value.
Financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires.
20 Insurance claims
Insurance claims are accounted for on the basis of claims admitted / expected to be admitted and to the extent that the amount recoverable
can be measured reliably and it is reasonable to expect ultimate collection.
21 Operating Cycle
Based on the nature of products / activities of the Group and the normal time between acquisition of assets and their realization in cash or
cash equivalents, the Group has determined its operating cycle as 12 months for the purpose of classification of its assets and liabilities as
current and non-current.
22 Claims
Claims against the Company not acknowledged as debts are disclosed under contingent liabilities. Claims made by the company are recognised
as and when the same is approved by the respective authorities with whom the claim is lodged.
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NOTES TO FINANCIAL STATEMENTS (Contd.)
23 First time adoption of Ind AS
The Company has prepared opening balance sheet as per Ind AS as of April 1, 2015 (transition date) by recognising all assets and liabilities
whose recognition is required by Ind AS, not recognising items of assets or liabilities which are not permitted by Ind AS, by reclassifying items
from previous GAAP to Ind AS as required under Ind AS, and applying Ind AS in measurement of recognised assets and liabilities. However,
this principle is subject to certain exceptions and certain optional exemptions availed by the Company as detailed below:
1. The Company has applied the derecognition requirements of financial assets and financial liabilities prospectively for transactions
occurring on or after 01 April 2015 (transition date).
2. The Company has opted to continue with the carrying value for all of its PPE & investment property as recognised in its previous GAAP
financial as deemed cost at the transition date. “
3. The company has assessed all contracts and arrangements for embedded leases based on conditions in place as at the date of transition.
4. The estimates as at 01 April 2015 and at 31 March 2016 are consistent with those made for the same dates in accordance with the Indian
GAAP.
24 Commitments
Commitments are future liabilities for contractual expenditure. Commitments are classified and disclosed as follows:
(i) Estimated amount of contracts remaining to be executed on capital account and not provided for
(ii) Uncalled liability on shares and other investments partly paid
(iii) Funding related commitment to subsidiary, associate and joint venture companies and
(iv) Other non-cancellable commitments, if any, to the extent they are considered material and relevant in the opinion of management.
Other commitments related to sales/procurements made in the normal course of business are not disclosed to avoid excessive details.
As per our report of even date
For M. K. DANDEKER & CO.
Chartered Accountants
(Firm Reg.No.000679S)
For and on behalf of the Board
S. POOSAIDURAI
Partner
Membership No. 223754
T. S. VENKATESAN ESTHER MALINIDirector
DIN : 01443165
Director
DIN : 07124748
Place : Chennai
Date : April 24, 2017
Place : Chennai
Date : April 24, 2017